X-Men: Evolution: The Mystery of the Keyblade Season 2
by Spiderfan626
Summary: Sora and the X-Men are back and on a whole new adventure. After Vanitas's defeat, a new threat arrives to the worlds called Organization XIII. Choas is spread through the worlds and the X-Men with the aid of Obi-Wan Kenobi prepare Sora to fight this new threat along with a dark Empire Obi-Wan has been preparing him for... the fight against... Darth Vader!
1. Prologue: Old Wounds

**I don't own Kingdom Hearts or X-Men Evolution. They each belong to Disney, Square Enix, and Cartoon Network. For those who are just started read this series is chapter will contain spoilers so if you haven't already, I suggest you go back and read season 1 first. Fav and leave a review. You have been warn And here it is, the prologue to X-Men Evolution: The Mystery of the Keyblade Season 2. This prologue is heavily based on on old Star Wars comic with the same name and a little bit of Star Wars Rebels, and of course KHII. So, I hope you enjoy it. Oh, before we begin, let's reply to some of the reviews from the last Season...**

 **ajjr12: And I confirmed it with the last trailer, remember? Also, possibly, you never know. Btw, what do you want in the first chapter? I could understand your last question.**

 **disney fan: You actually learn what happened to it durning this prologue. And yes Sora can still fly but only when he's thinking happy thoughts. I know but that's what they said in Dream Drop Distance so I'm going with that. And okay then...**

 **star wars fan: Right now, he doesn't even know he's alive so too soon to ask that question...**

 **Alright, let's start the prologue...**

* * *

Prologue: Old Wounds

Eleven year old Sora watched as the stars as Ororo smiled, "You like the stars I see." Sora repeated, "Stars..."

"So, how's the kid recovering?" Logan asked the professor and Hank McCoy as the three watched. McCoy replied, "Well, after my latest exam, he seems to be of one hundred percent health. How ever because of his memory loss, he may have to relearn some things."

"Until, he's relearned enough to go to school without drawing out suspicion, we provide all that we can here. Hopefully, in that time we can learn who his family is and where he came from..." Logan signed, "Yeah... We'll it still stinks especially we don't know whatever happen to that Boy in the Mas..." Logan paused as he caught somethings scent. The professor raised an eyebrow, "Logan?"

"Something's coming... Whatever it is it ain't human." Logan replied as he called out, "Storm! Get the kid back inside! We've got trouble." Storm picked Sora up and ran him inside and placed him next to Charles as Wolverine, Storm, and McCoy ran to greet whatever's coming. Hank looked ahead, "I see him... He's coming this way..."

"Get ready." Logan told them. Hank told him, "Easy, Logan. He could know something of Sora's origin... We should try talking to him first." Wolverine growled, "Fine... But if he gets to close to comfort, I'm taking him down."

Hank nodded as he called out to the cloaked figure, "Hello, friend! What brings you here?!" The figure keep running there way. Hank warned, "Easy... We just want to talk... How about telling me you're name?"

The figure continued to run, Hank signed as he warned him, "I'm going to have ask you to stop right there and let me see sone hands." Still no response as Hank told him, "I'm not going to ask you again, stop there and show us you mean no harm or someone will get hurt in three..."

The figure was getting closer to the school...

"Two..."

Wolverine popped out his claws...

"On..." Hank was then sent flying back telekinetically. Wolverine roared as he charged at the figure trying to gut him but the figure caught him with cyber leg and dropped him to the ground and leaped at Storm who used her powers to blow him away. But he caught him self as his cyber legs grabbed the ground as Storm castle lightening at him he dodged the first two but the pulled out a silver hilt and a red blade came out of it and deflected Storm's third lightening strike back at her knocking her down. The professor turned to Sora, "Stay behind me..."

Sora did as he was told as Hank and Wolverine charged at the cloaked figure again but he simply flicked them away with his powers. He then turned his attention to were Sora and the professor were. Charles asked him, "Who are you? Why have you come here? Why are you attacking us?"

He said nothing in response. The professor noticed he had cyber legs unlike any he's seen before and was shirtless to see red skin and was covered in black tattoos. He figure turn to the child behind the professor before he finally spoke, "So, it's true. There IS a son."

The professor raised an eyebrow, as the figure continued, "A heart quickened. I know YOU'RE here!" The professor realized the man wasn't talking to him as he continued, "You know I missed you on Utapau by two days. I was a day behind you on Coruscant. I came upon a corpse on Mustafar I thought might've been you. Image my relief. Those mute runts on Polisa Massa were the least satisfying lives I've taken. But there medical log was worthwhile. When I came to this place I ran into some of worlds defenses, I made on of those SHEILD agents choke up a name before ending his suffering. I knew if I found the boy, you'd come!"

 _"Does Palpatine know?"_ A voice echoed. The professor raised an eyebrow, a telepath? The cloaked figure shook his head, "No! There is no Palpatine! No Empire! No Jedi! No Sith! There is no light! No dark... Just you and I, here, and now!"

"We can do this for old times shakes but I was a Padwan then... Now..." Just then a new figure landed in between the professor and the attacker as the old man finished aloud, "...you won't heal clean, Maul!"

The figure removed his cloak revealing his face and the horns on his head he activated the other end of his weapon and twirled around as he screamed, "KENOBI!"

Kenobi pulled out a silver hilt and a blue blade came out as he engaged Maul. The professor and Sora watched as the saw the man duel with this creature. Storm groaned as she got up. The professor asked, "Storm, are you alright?" She nodded, "I'm alright..." she looked out to the two men dueling to the death, "Who's the old man?"

"Our rescuer, it would seem." The professor answered. They continue to watch the fight when Maul grabbed Kenobi by the throat with his foot as Maul stated, "Those days from Theed to Manadlore, I feel so far from what I was, when I came to rest all I could see was YOU... even after I took the one you love from you... But I rose from the ruin to find myself GREATER and all my days since have been to your DEATH!"

He swung his blade to end Kenobi but he quickly blocked it with his own and broke free from Maul's grasp by punching combined with his own telekinetic powers as their fight continued until their blades clashed as they pushed against eachother as they glared at one another until Kenobi punched him in the face breaking some of Maul's horns off. He stumbled back as Kenobi changed how he was welding his weapon to reverse grip as they charged at eachother again but this time Kenobi cut Maul's weapon in half along with his hand. Maul screamed in pain as he kicked Kebobi into a nearby car, with his remaining hand he reached out for one half of his weapon and activate it to continue the fight. However, Kenobi had already recovered and placed his hilt to to Maul's forehead. With a simple push of a button Kenobi could end Maul once and for all. They stare at eachother reflect at their own pasts from who they then to who they were now. Before either of them could make a move a SKINT sound could be heard as Wolverine stabbed Maul through the chest ending the fight.

Kenobi put away his weapon as Maul fell to the ground as he clutched his wound... he didn't have long. He gasped as he turned to Kenobi, "T-tell me... is he the Chosen One?" Kenobi nodded, "He is." With his dying breath he said, "He... will... avenge... us..."

Maul then died from his wounds. Ben looked to him with pity as Storm, Hank, Charles joined Kenobi and Logan. As Kenobi closed his former enemies eyes he told the others, "I'll take him out of the boarders of the city and burn the body there. He won't come to threaten the boy again." Logan nodded, "Fair enough... let me guess... old foe out for revenge?"

"He was... a broken man. I hope he finally found peace he was looking for." Ben nodded. Charles turned to him, "Are you related to the boy in any way?" He shook his head, "No, and don't bother looking to where he came from...he parents are dead and his foster father is not a good man. He's safer here, if you'll want him to stay."

"If what you say is true, then he'll be safe here. He'll be loved here." The professor told him. Ben nodded as he gave the professor a card, "Give me a cal should anyone else come after him, I'll be there in a heartbeat." Charles took and smiled, "I will, thank you, Mister Kenobi. I'm Professor Charles Xavier."

"Call me Ben." Ben smiled as they shook hands, Ben took Maul's body and turned to leave. Storm turned to Sora, "Come on... you've seen enough excitement for one day." As Storm and the others took Sora back inside, Sora turned to give one last look at Ben. He reassured him, _"Don't worry. I'll be right here... even when you can't see me. Always."_

* * *

Present day... Sora shook his hands with King Mickey, "You sure you can't stay..." Mickey nodded as they X-Men help Donald, Goofy, and the Guardians prepare to leave, "I'm sure... with Vanitas gone and your home rebuild, I have to return to my Kingdom. I don't won't to worry my wife, Minnie."

He saw the King frowned, "What's the matter?" Mickey signed, "Well, first the first time in ten years we finally learn where Ven's heart is after all this time but after he destroyed Vanitas, Ven's heart vanished... it seems like we're back to square one." Sora smiled, "Don't worry... he's heart is out there... I can feel it. I'll find it and when I do, I find you and we can return his heart together."

"Aw, Thanks, Sora. If anyone can find where Ven is, it's going to be you." Mickey smiled. Donald called out, "You Majesty! It's time to go home!" Mickey turned to Donald. "I'll be there in a minute." He turned to Sora, "Good bye Sora. May your heart be your guiding key." Sora smiled as he watched him leave, he saw Kitty give Peter one last hug before he left. He watched the Milano took off as Scott and Jean walked up to him. Scott told him, "Don't worry, we'll see them again."

"I know..." Sora smiled. Jean wondered, "How you feeling? It's been three days since we destroyed Vanitas and stopped Magento."

"I feel great. In fact I feel stronger than ever, in fact." Sora replied. Scott smiled, "I can tell. Two Keyblades at the same time! Even Mickey seemed impressed." Sora signed, "Yeah... though I'm still a little upset that Magento manage to get way with the Jedi Holocron. Who know's what he's doing with it now."

"Nothing... he doesn't have it." Scott said as he pulled out said Holocron much to Jean's and Sora's shock. Jean asked, "How...?" Scott smirked, "We'll I might have swiped it from him while he wasn't looking. Here, this belongs to you." Sora took it giving Scott a smile of appreciation, "Thousands of generations of Jedi knowledge... in this cube. It's really cool when you think about it. For once, everything seems right. Vanitas is gone, the Unversed along with him, Mystique and Magneto are MIA, the school can continue with Riku and Kairi apart of it and now all we need to really worry about is the Brotherhood these days."

"Amen to that. Now come on the others are waiting." The three turned to leave as they went back inside when Sora turned to see a clock figure watching him and with a blink of an eye he was gone... he shrugged it off and continued walking back home...

* * *

On a dark moonlit beach, a cloaked figure walks up to another figure sitting on a rock. He told the new comer, "I've been to see him." The seated figure turns his head toward the other, "He looks a lot like you."

"Who are you?" The new comer asked. The other replied, "I'm what's left. Or...maybe I'm all there ever was."

"I meant your name." He said. The older figure replied, "My name is of no importance. What about you? Do you remember your true name?" He tired, "My true name is..."

After a moment of silence the figure told him, "You have been with us for six days now." The seated figure stands and removes his hood, " The time has come..." He walks past the other and places a hand on his shoulder as he whispered, "Sora..."

* * *

 **And that will conclude the prologue. Epic, right? Next time, Sora and the others return and they have more students join the inistide. Everythings going well until the Brotherhood attack prepare to reveal mutants to the world with the leadership of Orginzation XIII and aided by new dark beings caled the Heartless. Can the X-Men handle these new threats? I hope you enjoy the rest of the series. Be sure to leave a review. Plus, be sure to follow and fav as well. See ya next time... :D**


	2. Chapter 1: Growing Pains

**I don't own Kingdom Hearts or X-Men** **Evolution.** **They each belong to Disney, Square Enix, and Cartoon Network. Wow, the second season off to a great start thanks for all the follow, favs, and reviews. I really appreciate it, keep them coming. Speaking of which let's reply to the reviews...**

 **ajjr12: Don't know... you'll just have to see how it goes...**

 **star wars fan: Most likely... still going to be awhile from now.**

 **deathbykitsune: Yes, it was. I'm even going to have some refrences from that game. Also, it was actually was based on the Star Wars comic called, "Old Wounds" So, like the comic Ezra doesn't show up, in fact he's not in the series at all. Sorry Rebels fans. Although that last bit with Maul asking if Sora was the Chosen One was based on that Rebels episode... So, I'm glad you liked it all the same... I hope to hear from you more.**

 **xmen fan: Actually yes. In fact, they get a whole chapter with the KH crew in the next chapter!**

 **Guest: Thanks!**

 **DarkJoey: Well, I hope you enjoy season 2 just as much.**

 **disney fan: That depends... you talking about the worlds in the game or the movies the worlds were based on? Also, no... they still human. They just really smart. And no Sora will not take** **souvenirs** **, he might get stuff to help him on his jorney but that's it...**

 **Guest: Here you go and there will be some that will, yes. And Kairi still comes from Radiant Garden like the canon, so that hasn't changed. They'll met although Leia won't know that Luke and Sora are her brothers at first... see learn that in season 4.**

 **jim Henson fan: At the end of the second season they will actually.**

 **Well, with that out of the way, let's get started...**

* * *

Chapter 1: Growing Pains

The game was tied, 4 to 4 with only eleven seconds remaining as the soccer ball was passed to Jean Grey as she managed to get around the other team.

 _"With seven seconds to go, the ball's passed to Jean Grey."_ The announcer proclaimed. Sora, Riku, Kairi, Scott, Kitty, and Kurt cheered her on, Scott told her, "All right, Jean! Go for the goal!"

"All the way, Jean! Run, Jean!" Scott told as she kicked the ball closer to the goal as Sora exclaimed, "C'mon, Jean, it's all yours!"

"She shoots." The announcer said as she kicked the ball into the goal. Everyone cheered as the announcer exclaimed, _"And it's good! That's the game as Bayville aces the semifinals."_

Her soccer teammates ran up to congratulate her, "Yeah!"

"All right, Jean!"

"Way to go!"

"All right!"

"Nice work there, superstar!"

"Yeah, Jean!"

"Yeah! All right!"

"We did it!"

"Jean, you were fantastic!" Scott told her as he finally made his way through the crowd when Duncan walked in front of him, "Hey, way to go. You stomped them like bugs on a sidewalk."

"That Duncan, he knows just what a girl wants to hear." Kitty stated as Scott glared at him. Jean smiled at her boyfriend, "Thanks, Duncan. Everyone played really well today."

"Jean, we're taking riding or walking?" Scott asked. She reassured him, "Scott, that's okay. Duncan is driving me home."

"Yeah. Hey, Summers, maybe we'll even get lost along the way." Duncan smirked as he turned to leave with Jean. Scott eyes narrowed, "With you driving, it's expected." Sora signed, thankfully thanks to Cable, he knew that Scott ended up with Jean but... he had a feeling feeling like that was going to be a while, and the more he knew Duncan... The more he could see why Scott didn't like him. Sora then spoke up, "Hey Scott, I'm gonna fly home. I need some air. Besides, there's not enough room for all of us."

"Huh? Oh, okay. Just don't get spotted." Scott told him. Sora nodded as he smiled to his friends, "See ya at home." Kairi nodded, "Have fun..."

Sora smiled at her, "Yeah, you too." Sora than ran off and the began to fly when no one was looking...

* * *

Meanwhile, Scott drove Riku, Kairi, Kitty, and Kurt back home as the music played. Kitty told Kurt, "Get real. The Stone Ciphers? Their music is so last millennium." Kurt shook his head in denial, "Not true! They rock big time. Peter Quill would agree with me. Tell her, Scott." A moment of silence, "Scott? Hello?"

"Huh?" Scott finally snapped out of it. Riku stated, "Man, you really letting Duncan get to you." Kairi told him, "It's okay, Scott. I'm sure Jean will eventually see Duncan's true colors. I see you two as a better couple than they are."

"Thanks, Kairi... but I don't think it's gonna happen... All she sees me as a friend." Scott told him. Riku pointed out, "So, did Sora and Kairi and look at them now."

"Yeah, after the first visit with Dazzler, they been announced as one of America's top ten couples." Kitty argeed. Kairi signed, "You sing one song in public with you boyfriend to the world and people talk." Just then sirens could be hard as a car began to tailgate Scott's, "Hey!" Scott pulled over as a car speed past him follow by several police cars as Kurt wondered, "What's his hurry?"

"I don't know. Maybe it's the 12 police cars on his tail. Just a hunch." Kitty replied with sarcasm. Kurt unfastened his seat belt as they watched the event going on. At the same time, Sora watched the events going off from above. He watch as a school bus moved out of the way as the driver drove past a red light. He drove up to a bridge where the police caught him off guard and crashed at the edge of the bridge right over the school bus full of kids. Both Scott's and Sora's eyes widened, "Oh, no!"

"We've got to do something." Kairi stated as Kurt bag to move when Scott stopped him, "No! Too many cameras."

"But what about those kids? Are we really going to let them die to keep our secret?" Riku asked. Sora thought about these things to as he watch from above, there was no way he could help with out being seen. He didn't want to expose his friends but he couldn't let those kids die either. Sora groaned as he thought, _"What should I do? What would my father do?"_

 _"He'd say screw it and help those kids!"_ A new voice spoke. Sora's eyes widened, _"Mom?"_ He had no response, he could only assume that it was her and she was right, still he didn't want the whole world to know what he is just yet so he raised his hood over his head to conceal his identity and flew below. He landed on a nearby building and ran as the car fell, Sora used the Force to stop the car mid air, much to the people shock and using his Jedi skills, Ben taught him, he leap off the building went through one window of the car grabbing the man and pulled him out the other one and did a back flip off the wall and landed on his feet with the man he then pulled the car away from the bus above him where he proceed to cut the car in half with his Keyblade. The man stared at him in shock, "How... who are you?"

Sora just stared at him until the police arrived where he pushed the man to him where they arrested him. One of the cops, named Stan Lee and looked live the sound recorder from Dazzler's concert, turned to Sora and smiled, "Thanks, you've saved allot lives today. You superheroes are okay in my book."

Sora wasn't sure what he met about that last part but he smiled and gave a nod before telporting away. One of the other cops wondered, "Where do they keep coming from? Who was he anyways?"

"He's a hero. That's all we need to know." Stan smiled. From the distance, Scott signed in relief as he saw what Sora did along with the others, he was about to interfere when Sora jumped in. He phone rang as he picked it up, "Sorry, Scott... I was seen... using my powers... I messed up."

"Don't be... you did the right thing. I'll be by your side when the professor finds out. Just get back to the school." Scott told him. Sora nodded, "Alright, I'll see you there..."

He hung up as Kairi asked with concern, "Do you really think the professor will be mad at Sora?" Kitty reassured her, "I don't think so... he'd just be more concerned if anything."

"Yeah... let's head back... we've gotta lot of new students coming." Scott told them as they got back in the car and drove off...

* * *

Meanwhile, at the Xavier school for gifted youngsters, a girl named, Rahne Sinclair or Wolfsbane ran to catch a frizebee when she turned to a wolf and caught in. Roberto da Costa or Sunspot perform some flips to impress the girls sitting nearby. Amara Aquilla or Magma and Jubilation Lee or Jubilee for short giggled at this. Roberto smirked at this as he did one more before using his power to absorb the sun's power and began to glow and fly. When he was ready to land he accidentally crashed into James Madrox or Multiple and he looked up to see three additional copies of James.

Bobby Drake or Ice Man ran up trying to catch a baseball when it almost crashed into the fountain where he used his ice powers and made a ramp where it rolled away from it and into his hands he then turned to the friend he was playing catch with and threw it back as Samuel Guthrie or Cannonball he flew after it and crashed into the gate walls and held up the ball to reveal that he caught it. Tabitha Smith or Boom-Boom drops one of her "bombs" in between Amara, Ray Crisp or Berzerker, and Jubilee. She laughs in amusement until it causing a type of mutant laser tag between them. Meanwhile, the professor and Logan witnessed this from the outside, "So those are the new recruits... Looks like we got our hands full."

"Yes. A spirited bunch, but good kids. It will be more difficult this term to keep a lid on things and to maintain our anonymity." The professor nodded as Logan added, "Not to mention our buildings. We're gonna need more instructors. And maybe a couple of tanks."

"Charles? Excuse me, but I think you may find this interesting." Storm walked in as she turned on the TV. The reporter stated as Sora's actions were shown on TV, _"Eyewitness accounts are conflicting. But all agree that the falling car was stopped by this strange mysterious hooded boy who saved a bus full of students and handed over the driver to the police. The police have dubbed him as the Samurai Key due to his mysterious Key shaped weapon. Could Bayville has it's own superhero? Who he is is still a mystery."_

"Sora..." The Professor stated...

* * *

As Scott parked the car, Sora flew to the ground to join his friends. Kurt told them, "Maybe we'd better not mention what happened to anyone."

"Well, we could just keep quiet about it for a while. Like forever." Kitty offered. Riku then looked to the professor, Strom, and Logan standing there waiting for them, 'Yeah, I gotta feeling they know." Kitty then quickly added, "Or we could blame it all on Kurt."

"Hey!" Kurt complained. Sora shook his head, "No, it was my choice and I did what I needed to. I have to accept the consequences for my actions." Sora walked up to his professors...

* * *

"What really gets me is that I hesitated. I was so worried about anyone seeing me that I almost acted too late. And why? Saving lives should be the most important thing we do with our powers. It's what my father and the other generations of Jedi have done in the past. And it's what I've been doing on other worlds." Sora told the professor what had happened. The professor told him, "I know this is a confusing issue. Helping others is the right thing to do and I have no problem with you doing it on other worlds. But we must try to remain anonymous, for the present."

"Look, if Sora wouldn't have done something, I would of. It's like we're hiding in shame. What's the harm?" Scott asked as he stood by Sora's side. The professor told them, "These people are not ready to embrace the fact that mutants walk the earth. Look, I'm not blaming you for what you did. I'd have done the same thing in your place. I'm just saying you need to do what you can without revealing what you are."

"I don't know, professor. I'm having a hard time with this one." Scott replied as Sora nodded, "As am I." The professor signed as he told them, "Just be careful for now on, we don't want to many rumors to spread out."

Sora and Scott nodded as they left the room as Sora stated, "That went better than I thought it would go..." Scott nodded, "Yeah..."

* * *

The next day, Alex was showing Scott old footage of him surfing through laptop., "Okay, right here. Okay, look." As the video stopped, Alex smirked, "Trophied it. Your little bro can't be beat in the pipeline."

"Right. Who you surfing against? Little girls?" Scott joked. Alex shook his head, "No little girls in the semipros, dude. And next year, I might even go pro."

"I guess that means you won't be joining us at the Institute for a while." Scott frowned. Alex frowned as well, "Well, that's gonna have to wait. I don't know, Scott. This thing about being a mutant, it's...Well, we can't all be like Sora... You know?"

"Yeah. It takes a little getting used to." Scott nodded understandingly. Alex then aimed his finger at the door as he used his powers to close it shut, "But having all these powers is cool. I'm starting to get the hang of it. Although, yesterday in the cafeteria, I pointed to an enchilada, and it blew up."

"I hate when that happens." Scott laughed as Alex nodded, "It's real tough trying to keep the blasters a secret."

"Yeah, tell me about it." Scott smiled. Alex then frowned, "Well, I better get going..." Scott nodded, "Right, I'll catch you later." Alex nodded as he smiled, "You got it, tell the others I said hi."

"Will do." Scott nodded as they ended the video chat as someone knocked on the door. Scott nodded, "Come in." Sora entered, "I hope I'm not interrupting anything but..."

"No, I just finished my call to Alex. So, what's been troubling you?" Scott asked. Sora shrugged, "Well, the other day when... Well you know. I used my powers in public, one of the cops thanked me and said that you superheroes are okay in my book. What does that even me." Scott raised an eyebrow, "You mean you don't know."

"Don't know what?" Sora asked. Scott remembered, "Right... forgot that Vanitas swiped your memories... alright, come over and I'll show ya." Sora walked over as Scott reopened his laptop and opened up google, "Well you know that are mutants out there and they give us powers in return except you, Riku, Kairi, and Ben. You and Ben have the Force as you, Riku, and Kairi have your Keyblades." Sora nodded, "Yeah... we're the odd cases." He then typed in on the search bar, "Superheroes," as he told him, "Well... you four aren't the only odd cases."

He then pressed the search button and a bunch of articles appeared. Sora was shock as he read articles like, "Iron Man stops runaway train," "Hulk rampages in Lost Vegas," "Thor: The Norse Myths are True?" "The Fantastic Four stops the Mole Man," "Ant Man and Wasp battles the Whirlwind," and "Spider-Man: Threat or Menace?" Sora whispered, "What the heck?"

"Yeah, that was our reaction too. It turns out that you can get powers here other than being a Mutant, Jedi, or Keyblabe Wielder. Cerebro can never pick them up because we don't know how they get their powers and we don't hear anything until they show up and can't really hide what they do to the Public." Scott explained. Sora stated, "And for the most part, they use their powers for good... well except for Hulk and Spider-Man."

"Yeah... but it could just be backlash at them." Scott explained, he then noticed, "Hey look your on here, too!" Sora looked at the article, "'Samurai Key?' That's what they're calling me?" Scott smiled, "Hey, it works." / Sora nodded, "So, how come we could never do something like this before. Wouldn't it show humanity that Mutants can be friends to mankind?" Scott told him, "Hey, I'm with you on this but the professor has his reason. He probably doesn't want the bad articles to roost on the Mutants."

"I still don't get it." Sora frowned. Scott smiled as he closed his laptop, "Tell you what, after school today, we can ask the professor about it. Maybe he can clear things up with us." Sora nodded, "Okay... sounds good..."

* * *

Later at school, everyone sat in the gym as the school had an assembly to introduce their new principle. Scott was currently sitting next to his friend Paul, when he got Scott's attention as he gestured to Jean. He smiled and waved to get her attention, when she smiled back he beamed until he realized it was Duncan wave getting her attention as well who she was smiling at. Scott frowned at that as the Brotherhood stood together as Toad was trying to catch a fly. Toad groaned, "This bombs, yo! Even the flies here think they're better than us."

"I don't even know what we're doing at school anyway." Blob stated. Pietro smirked, "We do know what Lance is doing here. He'd like to get a certain Kitty stuck in a tree." He gestured to Kitty where was sitting. The other members of the Brotherhood chuckled at that, "K- I-S-S-I..."

Lance was about to hit him when he moved out of the way. Rogue and Riku walked through the gym trying to find a place to sit. Riku stated, "Man, this place is crowded. I'm even having a hard time finding a spot." Rogue nodded when a British girl with purple die hair called out to them, "Excuse me. How long do these assemblies usually last?"

"Too long." Rogue replied as both her and Riku sat by the empty seats next to her. Riku added, "But at least it gets us out of class."

"Right. Class. My next one should be Geometry with Mr. Barton." She replied as Rogue assumed, "You're new." The girl nodded, "I'm Misty Wild from Manchester, England."

"I'm Rogue." She nodded as Riku introduced, "I'm Riku." Rogue offered, "Hang out afterwards. We'll show you where Barton's class is." She smiled and nodded at them. Sora finally ran in the room, he had been running late due to oversleeping some confusion of where the assembly was at. He looked around as he signed, all the seats with his friends have been taken. Evan and Kurt sat above throwing around paper airplanes. Scott was sitting next to Paul. Jean was siting with her boyfriend. Kitty was siting with the friends she made here. Riku and Rogue where siting next to a new girl. He looked around for Kairi but saw her siting next to Selphie and there was no way he could sit near her. Kairi also noticed this and frowned. She texted him, "Sorry, guess we can't sit next to eachother, maybe lunch afterwards."

Sora saw the text and smiled as he replied with a thumbs up and a heart. She smiled at this as Sora could find a place to sit, he saw the brotherhood siting near the corner. They may have not have always been on best terms but his brother somewhere deep down did care for him. Maybe...

"Hey, kid!" Sora heard someone called out to him. He turned to see a brunette teengirl waving at him as siting next to blond hair with a blond hair kid who looked like he was working on some device. She called out to him, "Can't find a place to sit. We've gotta spot." Sora looked around as he gestured to himself questioningly. She smiled and nodded, "Yeah, you with the spiky hair. You can come sit next to us. We don't mind."

So, Sora walked up and sat next to them. Sora smiled, "Thanks, I was running a bit late." The girl smiled, "Tell me about it. I had to tear Hank away from his lab and he only came if I promised him if he could take it with him."

"It's an important experiment." Hank protested. She signed as she turned to Sora, "Anyways, I'm Janet Van Dyne. This is my best friend Hank Pym." Sora smiled, "Nice to meet you, I'm Sora Skywalker. So, how come I never see you guys here before."

"We're new here! Hank was original home school and he's a genius. He doesn't really have any friends other than me so I thought it would be a good idea if he went to a school and make some friends other than being stuck in his lab all the time." Janet smiled. Hank signed, "Which I admit is a good idea if I want Ultron to work."

"Ultron?" Sora wondered. Janet signed, "The creepy robot he's making." Sora beamed, "A robot?! Really?! That's awesome!" Hank smiled in appreciation, "Thanks, Ultron's going to change the world. You see, what Ultron's going to do his help rehabilitate criminals and help create a world with peace and order."

"Cool... so how will he not decide to go all terminator on the world?" Sora wondered. Hank raised an eyebrow, "Terminator?" Janet explained, "It's a movie. He's asking how will Ultron not decide to wipe out humanity." Hank nodded, "Ah, well, you see Ultron mind will be based on human brainwaves so it's very unlikely that will never happen."

"Uh...?" Sora asked. Janet shrugged, "Yeah, I don't get it either. So, how long you've been here?" Sora shrugged, "Probably a few mouths ago. I've been kinda home schooled too."

Meanwhile, Lance decide to make a move as he walked away and pushed the teenager aside and sat in the spot behind Kitty as he smirked at her, "Hey, Kitty. Didn't see you there." Kitty's eyes narrowed, "Look. It's the walking Richter scale. Shouldn't you be erupting somewhere?" He frowned as his friends laughed at him.

"Now, everyone, let's give a warm Bayville High welcome to our new principal, Mr. Edward Kelly." A teacher called up as the new principle walked up, as everyone clapped as he walked on stage. As Kelly shook the teachers hand Lance used his powers to shake the whole gym causing the principal to fall, he stopped once Kitty turned to glare at him. He just smiled and waved at her. She turned back well couldn't help but give a small giggle. Lance pumped a fist for victory. Lance smirked, "Hey, Kitty, wanna see some real shaking?"

He then used his powers again, then starts a tremor that shakes loose the scoreboard over Kelly's head. Everyone gasped in shock. While, everyone was distracted Sora used the Force to catch it and move it away where no one could get hurt. Kitty glared at Lance, "Lance, get a clue, okay?" Sora signed in relief plus the fact that no on saw him... or so he thought, "Oh my gosh..."

Sora turned to Hank and Jan with shock expressions on there faces. Sora nodded, "Yeah, I know... that was a close one." Jan shook her head, "Your him, aren't you?"

"I'm who?" Sora asked. Jan explained quietly, "You know... the Samurai Key." Sora eyes widened as he shook his head, "Uh... no. Who is that anyways." Jan beamed, "You are! That's great, we're superheroes too."

"Uh, Jan?" Hank tried to stop her. Sora raised an eyebrow, "What?" Before she can go on further, Hank stopped her, "Jan... I don't think Sora wants to talk about this... and this isn't a topic that should be out in the open anyways." Jan tried to argue, "But..."

Just then the principal spoke up, "Since when is Bayville on a fault line?" Everyone laughed at that, SOra signed in relief, saved by the school, he had to reach Jean or the professor as soon as possible. Kelly continued, "Anyway, I want to welcome you all to a new semester. Filling the vacuum left by your previous principal, Ms. Darkholme will not be an easy job, but it's a challenge to which I am looking forward. That brings me to what I hope will become the theme of this semester. Meeting new challenges. Most of us go through life thinking we're not so different from people around us. That's a mistake. Because I'll wager that every one of us here has some unique talents. Some special gifts. Some ability that makes us stand out from the crowd. However, that said, I want your second priority to be supporting the girls' soccer team for the championship! I want every one of you to turn out tonight for the big pre-game rally. Can we count on you?"

Everyone cheered, "Yeah!" As everyone clapped, Janet turned to Sora but he was gone as he ran off after the other students. Jan smirked as Hank knew what she was thinking, "Jan... don't..." But it was too late. She had shrunken out of her clothes and was now in her uniform known to the world as the Wasp. She grew wings and flew off after Sora. Hank signed as he picked up her clothes and placed it in his back along with the device he was working on. He picked up another device and when no one was looking, he place it on and shrunk down too. He was better known to the world as Ant Man. He used his helmet to call upon a flying ant as he hopped on it and flew after Jan. He sighed, "How do we keep ending up in these situations."

* * *

Meanwhile, Sora was looking for Jean. He followed her and Duncan until he lost her. Sora called out, "Jean... Jean... we have a serious problem here." Just then he heard Jan voice, "Who are you looking for?" Sora turned around to see Jan now the Wasp. She smiled, "Hi!" Sora then remembered, "Wait... I know you..."

"Yep, that's right! I'm Wasp! And Hank's Ant Man!" She smiled as she grew to normal size. Just then Sora noticed an ant fly next to her and then saw Hank flew next to her as he removed his helmet, "Jan, we can't just go around telling everyone we meet that we're Ant Man and Wasp."

"I'm not telling everyone. I'm just telling the Samurai Key." She beamed as Hank signed. Sora told them, "Look, that's not my name. It's Sora. And I'm no superhero, I just helped out because I didn't want anyone to..." He then covered his mouth as he realized he just gave himself away, _"Me and my big mouth... I'd rather be fight Vanitas right about now."_

"Ha! So, it is you!" Jan beamed. Hank signed as he turned to Sora, "Sorry about that... Jan can get... a bit excited at times..." Realizing the awkwardness, Hank promised him, "Don't worry, we won't tell anyone about who you are. Right, Jan?"

"Yeah, totally!" She beamed. Sora sighed, he didn't have really much choice here, "Alright, I won't tell anyone your secret either. I'm pretty good with keeping secrets..." After a moment of silence, Jan perked up, "So, what do we call ourselves?"

"Huh?" Both Sora and Hank asked in confusion. Wasp explained, "Our team name! I was thinking wee could get a group of heroes going like the Fantastic 4. We could call ourselves... the Ultimates... no, that sounds too extreme... the A-Men... no, people could get confused with that one... how about... the Aven..."

"Whoa... what makes you think I wanna do that again?!" Sora asked. Jan wondered, "Why wouldn't you? I mean this is what we should be doing. Using our powers, our abilities, Hank's inventions, to help people."

"Science helps people. Not fighting." Hank argued. Sora added, "Look, I really only help out because I didn't want to see anyone get hurt. This kinda thing should really be handled by the police."

"He's right, Jan. We should leave this to the authorities." Hank told her. She groaned in annoyance, "Ugh! You're not getting it. The police can't handle situations like Whirlwind or what happened yesterday, guys. It's up to us."

"It's not that I don't agree with you, it's just the world isn't ready... Ah, forget it. I've told you more things than I should of." Sora sighed as he turned to leave. Wasp wondered, "Where are you going?""My next class... I'd put on my regular cloths before someone else sees if I were you..." Sora told them as he left. Antman observed, "Hm... I wonder what's bothering him."

"Well, we did kinda learn about his secret when he clearly didn't want anyone to find out." Jan sheepishly admitted. Hank removed his helmet as he explained, "Besides that... I think there's something else on his mind and there was another reason why he didn't want us to find out."

"Really? Oh... So should we do something to help him?" Jan asked. Hank thought for a minute...

* * *

After school, Scott waited by his car for Jean. However, she still didn't show after a few minutes. He then noticed some of her friends passing by and called out to one of them, "Hey, Sandy. Have you seen Jean?" She shook her head as she walked away. Scott sighed, she was most likely hanging out with Duncan. Sora walked up to Scott, "Hey, Scott... weren't you going to head home with Jean by now."

"No, she's probably hanging out with Duncan." Scott told him. Sora was shocked, "Again? But this is like the sixth time this week, she's done that. I get have a relationship with someone special and you want to spend more time with them but it seems like she's been blowing us off every time with him." Scott nodded, "Yeah, tell me about it."

"Lance, just forget it!" They heard Kitty exclaim. They turned to see her talking to Lance and the Brotherhood were nearby. Lance told her, "I said I was sorry for the scoreboard thing. Come on, don't be mad." Kitty turned to leave as Lance grabbed her arm as she told him, "You can be such a jerk sometimes."

"Alvers. Leave her alone." Scott told him as Kitty phased out of his hand. Sora and Scott walked up to Lance as they glared at him as Lance glared back, "Go recharge your batteries, goggle boy and take key boy with you. This is between me and her." Scott reached to remove his glasses, "Well, now it's between you and me."

"Go ahead, Summers. Take your best shot. Let's see those eyes blast me through the fence. Right here, right now." Lance taunted as he smirked. Scott was about to do so when Sora and Kitty stopped him. Sora told him, "C'mon, Scott... your better than this. Remember, I nearly got in trouble the other day for helping those children, how will the professor react when you blast Lance in public."

"Sora's right. Don't let him bait you. He knows we can't do that stuff out in the open." Kitty gestured to the human students. Scott realized they were right as he told them as he gave one last glare at Lance, "Come on, guys." The Brotherhood laughed as the three turned to leave as Sora turned to them, "You know, Mystique and Magento are gone and Vanitas is dead. Why don't you try to behave and we can all get along?"

"Yeah, that'll happen... when elephants fly." Peitro smirked. Sora sighed as he walked away. Just then someone else walked up to him, "You okay?"

Sora turned to see Hank as he replied, "I'm fine... it's just family problems. Look, I'm sorry I stormed off on you and Jan. I'm usually not like that." Hank told him, "It's fine... I just wanted to apologize on Jan's behalf. She means well... but she can get a bit excited at times."

"I hear you and it's alright. I can be like that too." Sora nodded. Hank wondered, "Has something been troubling you? You look like somethings been bothering you."

"I'm fine. I solved those problems last semester..." Sora replied but he wondered was he telling Hank that... or himself. Hank then gave Sora a card with information on it, "If it's not... I wanna help you. My Godmother Tifa or you might know her as Miss. Lockhart help me get a room for the school to had troubles with there lives whether someone close died or have other problems they need help with or need someone to talk to. Usually, it takes place during our free period but I also have late one before the game tonight. Never been a sports fan. And the only ones that be there are Jan and myself and you can talk to us if you feel comfortable with it. But if you just want to be apart of the normal group, that's fine as well."

"I'll think about." Sora admitted. Hank smiled as he greeted Sora goodbye. He walked to Jan who asked, "Well... what did he say?"

"He's gonna think on it, Jan. We'll see. It's his choice." Hank told her... Sora stared at the card... should he go... what would the professor say... he needed advice, but not from the professor... He needed to see Ben Kenobi...

* * *

Meanwhile, at Mystique's former home, no occupied by the Brotherhood , Lance told his friends, "You know what, guys? Summers and Skywalker may like keeping things under wraps. But I've had it with hiding our powers."

"But Mystique said..." Fred started when Lance cut him off, "Forget Mystique! Key boy was right about one thing, she ain't around no more. So I say let's take Principal Kelly's advice and go public with our unique talents." The Brotherhood smirked at theat when a new voice spoke up, "I couldn't agree more." The brotherhood turned to see a man in a black coat with his hood up leaning on the wall, "We you have power to change the world, why hide it?"

"Hey, how'd you get in here? Who are you?" Fred asked as the rest of the brotherhood stood up. He removed his hood and revealed his bright red hair styled into slicked-back spikes and his bright emerald color and he has a purple reverse-teardrop shaped marking under each eye as he replied, "Me? Nobody. I'm just a apart of an Organization that's going to change the world you know? The name's Axel. Got it memorized?"

"Whatever... so what's your deal, yo?" Toad wondered. Axel smirked, "Fine, I'll get straight to the point, we've been watching you for some time and have a conman foe among your X-Men. A certain Keyblade Master. So, my superior want me to aid you in anyway I can." Quicksilver ran up to him, "So, what makes you think you can stand up to the X-Men?"

Axel smirked as fire swirled around his hands and summon two chakrams in his hands as the Brotherhood stared in shock as Axel smirked, "I'm a bit gifted myself... so, do we have a deal, partners?"

* * *

Meanwhile, Sora met up with Ben at his home where he explained the what happened recently. Sora then finished, "I just don't know what to do... I'm just now learning the are other superhumans on the planet and I hear allot of them are using their powers for good. I wanna do the same but I just don't understand why the professor thinks that's a bad idea... the Jedi Knights help the innocent, right?"

"Yes, we have, although not everyone in the Republic looked up to the Jedi. The Clone War certainly didn't help. So, when Order 66 came to be, they only a handful moron the Jedi..."

"And the Empire took over." Sora finished. Ben nodded, "Correct, and when the mutants are finally revealed, don't expect the humans to get along with them at first. And if continued they end up like the Jedi are now, nearly existed."

Sora sighed as Ben told him, "However... people are inspired by the actions by the superheroes. Perhaps, if they had a single to inspire them. To show them the true purpose of Charles's dream, mutants and humans may one day indeed live together." Sora was shocked by this as Ben smirked, "I've had hard time standing a side when others are in trouble as well. I haven't used my lightsaber unless your life was in danger. But I won't be here around forever, you'll need friends, heroes that are willing to fight along side the X-Men when the time comes." Ben the gestured him to the door as Kairi walked out holding a box as Sora stared in disbelief, "Kairi?"

"She came to me not long after your rescue on television." Ben explained. Kairi handed Sora the box, "The professor doesn't even know we're doing this. Kitty and I come up with the design, Forge added some tech to it, and Ben gave us the idea." Sora stared at them in shock, "So, you, Ben, Kitty, and Forge were in on this?"

"Yeah, the world needs a hero to represent the mutants but until then you need your own uniform, Samurai Key." She smirked. Sora raised an eyebrow, "Is everyone going to call me that now?"

"Probably. Just open the box." Sora opened and saw the symbol of the Jedi Order in it. Kairi told him, "Just place it on the belt." Sora did as he was told and place it over is X-Men symbol and a bright light signed on it and spread through his entire cloths before it change into a black over jacket having grey pockets and a stripe of the same color on each sleeve. The hood, sleeves and jacket have a red lining and six buttons can be seen on the front. Underneath he wears a black shirt with a V-neck style collar and a white lining. His gloves are replaced with gauntlets that are designed like his jacket with the exception of a grey circle on the backs. The palms of his hands are exposed. His shorts are roughly the same length as they are in his previous outfit with armored sidings that appear to be attached by red straps that wrap around his legs. His shoes also resemble those of his old outfit, with the blue straps and zipper now removed. His X-Men symbols were replaced by the Jedi Order ones. As usual, he wears his crown necklace. (Think his new KH3 outfit but the Jedi Order symbols on his belt and shoulders) Sora admired his knew look as did Kairi, "Wow, it looks even better than I thought it would...it's a good look."

"Thank's Kairi but how will people not recognize me. My brown spiky hair's a dead give away." Sora pointed out as Kairi explained, "We've figured that out too. Put up you're hood." So did as she as told and a mask appeared over his eyes, "Whoa!" Kairi explained, "Forge designed the mood and mask so only you or someone close to you... like me... for example could remove it and it's self repairing too."

"Cool!" Sora stated as he removed the hood and mask. Kairi added, "It's also, has the disguise technology we used on Arrenedlle so you can switch it out from you're solo hero, X-Men, and causal look. " Sora kissed her, "What you I do without you." She giggled in response. Ben smiled, "I'll speak to the professor, so you won't get in trouble. Dark times are coming and eventually you'll have to face Vader and Vanitas's master on your own. Talk to Hank and Jan. I'm sure they'll help you with anything you need."

Sora smiled and nodded as he and Kairi left with a good mood however Ben had a feeling whatever Vanitas's Master was planning would be starting very soon...

* * *

Later, before the game started Hank and Jan sat in the room, waiting for Sora as Hank worked on Ultron and Jan paced on the floor. Jan wondered, "Ugh! Is that kid not going to show up?" Hank told her, "Jan. It's only been five minutes and he might not even show today. He might still be still thinking about it." Jan rasied an eyebrow, "Only five?" Hank signed as the door opened as Sora stepped in the room, Sora asked, "Are you sure no one other you two are in here?"

"Yes, Tifa is with the others for the game today." Hank reassured him. As he added, "And you promise you won't tell anyone not even the people closest to you?" Jan nodded as she turned off her phone as proof, "We promise..." Sora nodded as he turned to Kairi, "Save me a seat with the others."

"Will do." Kairi smiled as she kissed him on the check. She walked off as Jan smirked, "So, girlfriend?" Sora nodded, "Yeah, we've been dating for a few months now, it's been going well so far."

As Hank offered him as seat he asked, "So does she..." Sora finished as he sat down, "Know? She does...well not at first and she was upset that I never told her but things patched up after that. In fact, she's never left my side no matter what choices I make."

"So, where do you wanna start?" Hank asked. Sora told him, "Where all story's start... The begining... Where I woke up in that ditch..." And that's when he told it all from where he first met his friends, how there were mutants, but he didn't give there names much to Hank's and Jan's understanding, how he learned of his foster brother and foster father as well as his true parents were with Ben's help. He told them about the Keyblade and the Jedi Knights. He told them of the other worlds how he met his friends the Guardians of the Galaxy, Quasimodo, Esmerelda, Pheobus, Victor, Hugo, Laverne, Mowgli, Baloo, Baghreea, Aladdin, Jasmine, her father, Abu, Carpet, Genie, Elsa, Anna, Kristoff, Oalf, Peter Pan, Wendy, Tinkerbell, Hercules, Tarzan, Tobey, Mushu, Simba, Buzz Lightyear, Snow White, Cinderella, Aurora, Belle, Anya, King Mickey, Donald, and Goofy. He finally told them about Vanitas and he had been using him to attack and hurt his friends so he could create the _X_ -Blade. He also told them what he didn't even tell his friends that he was the one who killed his mother. He finally summoned up of he he destroyed Vanitas for good and destroyed any chance of he or his foster father of recreating it using the Sith Technology. Sora finished, "...and that's my story."

Jan and Hank just stared in Sora in shock, there adventures had weren't even a quarter as crazy as Sora's was. Jan asked, "So there are mutants?" Sora nodded as Jan asked, "And other worlds?" Sora nodded as Jan continued, "And you travel to them with your friends to protect them from monster created by your dark side as well as train to become what your father was... a Jedi Knight?"

"That's right." Sora nodded. Hank nodded, "And no one other than the three of us and your friends... the X-Men know about all of this." Sora nodded, as Jan added, "And you're dating the mayors adopted daughter, an actual princess."

"Yep..." Sora nodded. Jan beamed, "That is so awesome!" Hank nodded, "Indeed, the idea of mutants and humans living together in peace is a great idea and the Jedi...Keyblade weilders... just think of all the history and knowledge they discovered on their journeys as peace keepers."

"So... what now, you guys going to fight this Empire?" Jan asked. Sora shrugged, "I'm not sure if I'm ready for that just yet." Hank also asked, "And Vanitas's Master?" Sora also shrugged, "We still haven't found any clues on that... for I'm just glad there aren't any monsters threatening the worlds."

"Well, when the mutants are revealed to the world, you'll have our support. Thank you for telling us all this... I can understand why you needed to keep it a secret. And what happened to you're mother... wasn't your fault. You just wanted to help this Ventus guy and Vanitas unfortunately tagged along as well." Hank told him. Wasp smiled, "And we'll show the ropes of becoming a hero."

"You mean being keeper of the peace?" Hank asked. Jan nodded, "That too!"

"Thanks... for now, I'm just going to enjoy the peace..." Sora smiled when they heard something going on. Everyone looked outside as Hank wondered, "What's going on out there?" Sora stated, "I sense a disturbance in the Force. Something wrong." Wasp told him, "Well, looks like this will be our first official superhero team up!" Sora nodded as Hank and Jan shrank into Antman and Wasp as Sora switched into his Samurai Key uniform as they rushed out side...

* * *

Earlier, Kairi had rejoined the others as she sat next to her friends from the X-Men as Evan rolled the professor in. Soon the players ran on the field as the announcer told everyone, _"...And playing midfield for the Bayville Hawks, Taryn Fujioka."_ Cheers could be heard all around but the X-Men cheered longer as Jean ran on field, "Rounding out the team, Bayville's star forward, Jean Grey!"

"Yeah, Jean!" X-Men cheered for Jean as everyone else chanted, "Bayville! Bayville! Bayville!" The professor smiled for Jean but hoped there won't be any incidences as it was be recorded on TV as the new Principal Kelly walked on the field he told everyone, "In appreciation of the team spirit that brought us to tonight's championship we'd like to present our school mascot, the Bayville Hawk!" The cloth was removed as the statue was reveal as it shot out fireworks causing people to cheer as Kelly announced, "Now let the game begin!"

As the game began, the announcer reported what was going on, _"The game is underway. Bayville's taking..."_ Just the Toad's tongue swiped his microphone as the announcer told him, "Hey! Give that back!" However, yanked it to his hand as he handed it to Lance as he told everyone, _"Excuse me, folks. Hey, can I have your attention up here?"_ The game stopped as everyone turned to him as Kitty gasped, "Lance?"

"What's he up to?" Scott wondered as Riku replied, "Whatever it is, it can't be good." Quicksilver, ran in a lowered the light to his friends who stood above everyone, _"That's better. My name's Lance. I also call myself Avalanche because I'm a mutant. That's right. Me and Toad and Blob and Quicksilver here we're all mutants. Born different. What you might call freaks."_

"I can't believe he's doing this." Kitty gasped. Kairi eyes narrowed, "He isn't think straight." The announcer climbed up to them and told them, "Hey, you! Get down from there!" Toad hopped to him as he told him, "Sorry, y'all. Mutants only." He the spat slime in his face as Lance continued, _"See? There's lots of mutants at Bayville High. Scott Summers over there, he's one. And so is Jean Grey, your big soccer star. And most of their pals at the Xavier Institute which is a school for weirdo mutant nerds. And don't even get me started on Sora, Riku, and Kairi... two of them ain't even from this world!"_

"Man, we're busted. Big time." Rogue stated. Riku stated, "We've gotta stop them before some gets hurt!"

 _"Being mutants means we got special powers we can use to make little improvements. We thought this game would be more fun if the goals were further apart."_ Avalanche created an earthquake separating the field and two of the girls nearly fell in when Jean grabbed them and pulled them up as Lance continued, _"We figured the principal ought to have a better perspective on his student body."_ Quicksliver then began running around the principal launching him in the air, Scott eyes narrowed as he knew Riku was right. he picked up his bag as he told the professor, "Sorry, Professor X. Cat's out of the bag."

The X-Men quickly followed Scott to change into their uniforms as the professor used his telepathy, _"Storm, Ben, we need you."_ Lance continued, _"Another thing, we think that mascot totally reeks."_ Blob marched his way towards the the statue braking the bleachers as he did so the them grabbed the statue and lifted in the air and prepared to throw it when Cyclops blasted out of hand. Lance was about to join them when Jan called out to him, "Lance Alvers, right? You give mutants a bad name!" He turned to see her as Wasp glaring at him, "Now, knock it off before I make you!"

Lance just laughed at that, "Your joking? With the power at out disposal nothing can…" he was then interrupted when Wasp shot her stingers at his nose, and then proceeded to fly around him, shooting at different parts of his body. "Ow! Ow! Ow! Aah!" he cried out in pain and annoyance. Toad told him, "I got her." And he was about to catch her with his tongue when Antman punched Toad in the face. Sora froze his foster brother with a time spell before kicking him away as he used the force to catch him, as he lowered him to the ground he told him, "Get to safety we'll handle this." Kelly didn't need to be told twice as he ran off soon the X-Men plus Antman and Wasp stood against the Brotherhood, Scott told him, "You want it all out in the open? Let's put it out there."

"I've been waiting for this." Lance smirked as a corridor of darkness appeared and Axel stepped out as he grinned, "Hello!" Everyone eyes narrowed as Axel grinned, "So, you guys are the Uncanny X-Men, huh? With three Keyblade wielders as well. Gotta say I excepted more."

"Who am I? Oh, my name's Axel. Got it memorized?" The red head introduced himself to the X-Men of the school of Bayville. Sora was unsure what this guy was up to so he replied, ""Uh, sure."

"Good. You're a quick learner. So Sora, now that we're getting to know each other better..." With fire showing his hands, his weapons appeared, "...don't you go off and die on me." Just then shadow like creatures appeared out of the ground as Scott's eyes widened, "Unversed?!"

"Shouldn't they have died when Vanitas died?" Kitty asked. Axel smirked, "I think you got them confused with something else... no, these are Heartless and you'll find them a much bigger theart than the Unversed ever were." Just then they charged at the X-Men as they charge in as Sora, Riku, and Kairi summoned their Keyblades. The X-Men began to destroy the Heartless as Ants began to attack the monsters. Sora turned to Ant Man, "You can control ants."

"Yep!" Hank nodded as Sora stated, "Cool." As Lance and Scott began to duke it out, Spyke and Kitty began to destroy to the camera's so it won't reveal anything else than they already did. Kelly tried to reach for his phone and dialed 911, "We need the police now! This is Principal..." But Jan swiped it from him and hung up as she broke the phone as she told him, "Sorry."

Fred then began attacking the students as he lift the bleachers as Sora and Kurt teleport everyone off to safety, Zack Fair recognized, "Whoa! It's the Samurai Key!" Tidus nodded, "Your right!" Zack exclaimed, "You rock so hard, dude!" Other students began to cheer for the new hero as he gave a small smile. Rogue walked up to Blob as she removed a glove, "I'm about to feel really big and stupid, if you know what I mean."

She then began to absorb Blob as he dropped the bleachers... on top of her... Riku called out, "ROGUE!" He blasted fred away with dark fire! Fred laughed, "It's going to take more than that to stop the Blob." He than saw Antman running at him as he pushed a button as Fred taunted, "Come on, bug." However that confidence was quickly shattered when he noticed that Ant Man didn't shrink instead he growing. Fred was so stunned at the sight of a now sixty foot tall Giant Man, that the size-changing hero easily kicked the Blob like a soccer ball. Fred screamed as he was booted out of the fight. Jan was also shocked, "Hank, you grew?!"

Meanwhile, Kitty and Riku helped Rogue get out of the bleachers. Riku asked, "You alright?" She nodded as Toad tired to make off with a bag until Nightcrawler tackled him, "Stick to catching bugs, Toad!" He then kicked him into the bleachers where Wasp stung him unconscious. Avalanche began to shake once more until Scott blasted him. Quicksilver proceeded to punch Scott as he ran off only to be tripped by Sora's Keyblade and fell straight into Sora knee knocking Quicksilver out.

As Kitty help students get to safety she failed to noticed the flaming statue was about to fall. Lance did as he ran to her, "Kitty!" He then pushed her out of the way as the statue fall on top of him instead. Kitty exclaimed, "Lance!" She then pulled him away to safety. Sora quickly engaged Axel clashing his Keyblade against his chakrams. With other hand he grabbed his lightsaber and slashed it at him breaking the two apart. Axel looked up to see Giant Man throwing a punch at him into the wall but Axel proceed to burn his hand as he exclaimed, "Burn, baby!"

Sora and Axel contined to fight as Wasp stun him as Scott blasted him. As he got back up he tried to engaged the fight when his weapon was block by Ben's lightsaber and the old Jedi punched Axel across the face. Then Sora, Jean, Ben combined there powers to send Axel flying to the school the wall, Axel stood back up as he was the only one still standing as the heroes surrounded him. Just then, Storm flew on started a ran storm that put out the flames as Storm told Axel, "Try starting a fire now."

Axel chuckled as he put his weapons, "Well, the rumors where true... you're just as good as they say. I can see why Organization XIII are interested in you." He then opened a corridor of darkness, "We're done for now... but the Heartless won't. Try stopping them without being exposed." He then disappeared as Sora wondered, "Organization XIII?"

"Hey, he used the same dark portals Vanitas used. You don't think..." Evan asked. Jean said, "Gotta be..." Charles turned to Storm, "Good work, Storm."

Yes, but no downpour can make people forget what they've seen here." As she gestured to the regular humans. Half cheered for Sora and his friends, and the other half backed away in fear or hate as Storm stated, "The secret is out."

"Perhaps not. If I can alter their memory of what's happened..." The professor offered. Storm shook her head, "No! There are too many. Even your mind could never withstand such a strain." Charles told them, "I really have no choice." He then proceed to do so, one by one everyone began of the humans began to pass out when he reached to the principal he passed out as Storm gasped, "Charles!"

* * *

The next day, the professor woke up as Logan told him, "Easy, Charles. Take it slow. You threw your brain into overload." He saw that the whole team plus Hank and Janet were in the room in them as Hank told him, "But it worked. Eyewitnesses believe the hawk's fireworks caused the damage but everyone was saved by Antman, Wasp, and the Samurai Key."

"I'm still shocked you kept me in there." Sora admitted. Charles wondered, "What about the broadcast? How much got out?"

"None. There was some weird magnetic interference that knocked the station off the air." Ben replied. The professor raised an eyebrow, "Magnetic? Could it be that he's still alive?"

"Magneto? Wouldn't doubt it." Logan replied. Scott added, "I guess we're back under wraps, where we should be." Sora walked up to the professor, "I'm sorry. It's like you said. The world isn't ready to learn about us."

"I'm afraid not, Sora. Hopefully Lance and the others will realize that. However, I did see some of the looked to you. You were right too, perhaps with you making a distance in the world prehaps you could one day show that mutants could live together with human." Hank and Janet walked up, "And you've got out support. You're secert safe with us."

"And it's an honor to meet you. Sora told us what you did but when I learned that you were THE Charles Xavier... I gotta say I'm a big fan. I read all you books about mutation. I'm big fan." Hank told him. Charles smiled, "Well, I'm honored as well... however, my only concern is Principal Kelly. I was inside his mind when I blacked out. And I'm not sure I finished the job."

"Actually, there's one other thing... these Organization members and Heartless... we still don't know much about them." Jean added. Sora nodded, "True, but I think I might know someone who does. Kitty, could I borrow the communication device from the Guardians?"

* * *

Soon, Sora took the device and mad the call and image of a sleeping Star-Lord appeared, as he mumbled, _"Just five more minutes, mom..."_ Sora exclaimed, "Peter!" Peter woke up, _"Who?! What?! Where?! Oh, Sora..."_

"Sorry, walking you up. But I need talk to Gamora." Sora told him. He nodded, _"Yeah, sure... Gamora, it's for you!"_ Gamora took the device from him, " _Hey, Sora... something wrong?"_

"Gamora... does the name Axel mean anything to you?" Sora asked. Gamora was shocked as she asked, _"Where did you learn of that name?"_ Sora explained to the image of Gamora, "Yesterday, he lead the Brotherhood and attacked us in public. He claimed to be apart of Organization XIII. I recall you mention them when we first met."

 _"Sora, The Organization XIII are no push overs, they may be even are greater threat than Vanitas ever was."_ Gamora warned him. Sora asked, "Just who are they?" She explained, _"There are power and dangerous group. They were the ones who order Ronan to retrieve the stone. It must have been a ruse to see how dangerous you are... they must finally taking action."_

"What about the creatures that follow them? The Heartless?" Sora asked. Gamora explained, _"Beings without hearts. The darkness in people's hearts that what attracts them and other than the Princesses there is darkness within every heart. You're Keyblade is the only thing that can destroy them."_ Sora signed, "I felt like I just got rid of the Unversed."

 _"It gets worse, when ever a Heartless is born, a Nobody is also created."_ Gamora told him. Sora wondered, "A Nobody?" Gamora explained, " _It's what the Orginzation is made up of... Nobodies..."_

"Well, that's not very nice... I'd be upset to if some called me a nobody." Sora replied as Gamora shook her head, "No, not nobody, Nobodies! There the empty husk the Heartless leave behind when the consume their heard the stronger the will the stronger the form and Nobodies are the most power Nobodies..."

"Oh...So, what do they want?" Sora wondered. Gamora admitted, _"I'm not sure but it's nothing good. One last thing, Nobodies do not truly exist at all. Nobodies may seem to have feelings, but that's a trick... they only pretend to have hearts. Don't let them deceive you!"_

"Got it! I'll tell the others but I don't find it a coincidence they begin to show up personal just after Vanitas died do you think..." Sora wondered as Gamora finished, _"That there after Kingdom Hearts? It's possible, the Guardians will try to look into this as much as we can, you just keep the worlds safe from the Heartless and whatever you do... don't face an Organization member alone._ "

"Will do. Be careful and may the Force be with you." Sora told her. She nodded, _"And you."_ The transmission ended there as Sora left his room where Scott and Jean have been waiting. Jean wondered, "How did it go?"

"I was right. They are the same people Gamora told me about.. and there making there move." Sora replied. They sighed, as Jean stated, "Well, the peace and quiet was fun while it lasted."

"Is that why you've been hanging out with Duncan more?" Sora wondered. Jean nodded, "With Vanitas and Magento gone... I just needed a break from being an X-Man. Hanging with Duncan just seemed normal... I never meant to push you guys away."

"Jean... nothing in our lives was normal when we got our powers... even less so when Sora showed up... but it's normal for us and we're always going to be your friend." Scott told her. Jean smiled, "You're right... so you guys wanna hang out."

"I'd love to but I promised Hank, I'd join his social group for the troubled students. I'll join you guys after school." Sora told them. Jean and Scott raised an eyebrow. Troubled?

* * *

"So, who'd like to start?" Hank smiled as Lance, Peitro, Fred, and Todd sat in Hank's group along with Squall Leonheart or Leon as he prefers, Yuffie, Claire Farron or Lightning as she prefers sat in the group as Hank waited early as Arieth, Jan, and Miss Lockhart were there for Hank's support. Peitro muttered, "This is stupid... how could things get any worse for us."

"Sorry, I'm late, I had to make an important call really quick! Oh, Peitro, I didn't see you there!" Sora beamed as he entered the room. Peitro's eyes widened, "No, no, no... anyone but you!" He tired to dash for the exit but Fred stopped him, "If we gotta do this, then you're suffering with us."

"Sora! Perfect timing! Why don't you start..." Hank smiled. Sora nodded as he took a seat, "Well, hi everyone! My name is Sora Skywalker and I look forward of knowing each and everyone of you. If sure we'll all be good friends. Isn't that right, big brother?"

"No, no, no..." Sora hugged him he tried to get off him much to the others amusement. Sora smiled, "He may seem like a big jerk but deep down there are heart of gold that's always looking out for me."

"NNNNNNNNNNNNNNNNNNNNNNNNNNNNNNOOOOOOOOOOOOOOOOOOOOOOOOOO!" Peitro screamed as everyone laughed...

* * *

Somewhere, in the other worlds, Axel walked out a corridor of darkness on top of a clock tower sat down by two other members... his best friends. Roxas and Xion turned to him as they smiled as Xion perked up, "Hey, Axel. We we're just waiting for you."

"Yeah, here's your ice cream." Roxas said as he handed him his sea-salt ice cream. Axel smiled, "thanks, guys."

"So, how'd you mission on Earth went?" Xion asked as they ate their ice cream as the sun set. Roxas nodded, "Yeah, tell us."

"Better than I excepted. I even collect a few hearts." Axel admitted. Roxas wondered, "Really? I thought only we could do that?"

"In the Organization, yes. But, I actually met three other Keybladers today." Axel admitted. Xion perked up, "Really? What are they like?"

"Actually, two of them are just like you..." Axel replied. Roxas smiled, "I hope we get to met them one day."

"Don't worry, Roxas, you will." Axel promised...

* * *

 **And that will conclude the first chapter. Hope you enjoyed Antman/Gaint Man and Wasp appearance in here, they're the first of the Marvel Universe other than the X-Men to appear, also another Stan Lee cameo. Also, what do you think of Sora's new code name? Is it alright or would you prefer a different name? Alright, on to the preview. Jean and Scott manage to convince the professor to let Sora bond with the New Mutants along with Riku and Kairi. While doing so, Sora brings them along to a new world, where the New Mutants get into trouble first chance they get and our Keybblade heroes team up with a talking cricket to rescue them and a living wooden puppet before they get turned into donkeys. To make matters worse, an Organization member is there as well... chasing another** **Organization member? Can Sora, Riku, and Kairi rescue all of the New Mutants and puppet before it's too late? Who is the black hair girl who looks like Kairi? Why is the older member calling her a puppet? Is she friend of foe? Sora likes to believe so because... _When you wish upon a star..._** _ **Makes no difference who you are...** **Anything your heart desires... will... come... to... you...**_ **I hope you enjoyed the chapter.** **Be sure leave a review and if you haven't already be sure to follow and fav. as well! See you next time!**


	3. Chapter 2: Puppets

**I don't own Kingdom Hearts or X-Men** **Evolution.** **They each belong to Disney, Square Enix, and Cartoon Network. Alright, here's the first official movie based world of the season season! Pinocchio! Alright, now before we begin let's reply to some reviews...**

 **deathbykitsune: 1. Yeah, I know... it probably won't be as bad if it actually saved my work. Yeah, I had some major saving troubles with the last chapter but hopefully this chapter will be written out better. 2. Actually Ansem's still the main villain of the second season. He first appears at the end of this chapter and well see him bit by bit until the big reveal and the epic finally battle for the season. Sora will just begin to have run ins with the Organization even fighting some of their members, glad you like the chapter none the less. And I don't mind, anyone who's fan of the sea salt trio eill want ice cream as they keep eating their ice cream.**

 **Guest: Thank you!**

 **disney fan: Maybe...maybe not you'll never know and it' verily unlikely I'll make Jiminy say that.**

 **ajjr12: Ultron will be completed by the end of this season but will later apear as a villain in Season 3. Muppet's are just making a cameo... no more... no less...**

 **lyokoMARVELanime: Actually, yes, that was my reasoning and it was the only codename I could think for him. If you want to use it for Hearts of Avengers (It's really good, if you haven't read it yet, I suggest you do readers) then you most certainly welcome to it. Glad you enjoy Ant Man and Wasp's appearance in the previous chapter, I hope I did them justice. And yes, Finial Fantasy characters will have a bigger role win this. Some will be mutants and some will be something else entirely. I hope you enjoy this chapter starting Xion.**

 **star wars fan: I will make references to it.**

 **GREAT CELESTIAL-DRAGON: Actually, no, it's coming allot sooner than you think. And as I mentioned in the review,** **I will make references to it. And trust me, Sora and Luke's reactions will be priceless. Logan probably won't get along with Han at first but he get along with Chewie. And we will see** **Ahsoka** **when the time comes. Also as I mention a few chapters ago the spelling and grammar wouldn't haven been as bad if it had saved correctly, I had three version of the same chapter before it was finally finished and I was tired so I gave everyone what I had. Hopefully, it won't be as bad in this chapter. And yes, I love the Avengers: Earth's Mightiest Heroes when it was on so Hank and Jan are based off the show. And we'll later see the bigger roles of both Final Fantasy and Marvel characters as the series goes on. Pirates of the Caribbean and Treasure Planet are a big possibilities unlike the Gargoyles... never really cared for the show but that's just me. Sorry. But, hey, Captain Jack Sparrow! Yay! And yes, the ladies will love him much to Kairi's annoyance but his heart will only belong to her, which that she will enjoy. And there will be mix reacts some love and some hate and Sora will see it all. And yes Duncan will be apart of the hate group. Kairi's adopted parents are unaware of that at the moment but they will... ;D**

 **sokai fan: Possibly, you never know. And it's not specifically Ezra's ability, all Jedi can do it. I've seen other Jedi many times when it comes to tv shows, video games, and comics but yes that will be one of Sora's abilities.**

 **walt disney fan: That's definitly possible but shows like M** **otercity and Randy Chunningham 9th grade ninja will not be in here. Again never been my taste. Sorry.**

 **Alright, then let's begin the chapter...**

* * *

Chapter 2: Puppets

Somewhere, Xion enters Marulixa's castle, the Organization's second base of operations: Castle Oblivion. As she walked deeper into the castle she has a flash. She groaned, "Nngh...my head..."

* * *

 _A memory came to her. She was standing in a white hall of Castle Oblivion with her hood up along side another member called Saïx. He told her, "This is the last you'll ever see of these walls, Xion."_

* * *

The memory ended as she falls to her knees, clutching her head. A corridor opens and Axel stepped out. She looked to him, "Axel... What are you...doing here...?" Axel replied, "Orders. Nothing to do with you. I'm not sure what you thought you'd find in an empty place like this."

"Don't lie to me! I know this is where I come from! The answers are here." Xion said boldly. Axel tried to change the subject, "Weren't you given some other mission?" She says nothing in response, Axel continued, "You can't just throw orders to the wind, Xion."

"Or else what? They'll turn me into a Dusk?" Xion glared at him. He shook his head with concern, "Not even a Dusk. They'll skip right past that and destroy you outright." Xion assumed, "Because I'm useless?"

"No, I didn't say that." Axel denied. She stood up as Axel told her, "Turn around and go home, Xion." Xion replied, "Axel, I'm remembering things... About who I was."

"Well, stop remembering. Nothing good will come of it." Axel told her as she continued, "I have dreams every night. You're in them, Axel!"

"Then they sure ain't memories. How could I be part of your past? Use your head, Xion." Axel tries to tell her. Xion shook her head, "You can't fool me. We've met before, Axel, right on my home world! You know where, I'm from!"

"Have not. Go home, Xion. Don't keep Roxas waiting." Axel pleaded, knowing what would happen if Xion continued any further. Xion pleaded as well, "Please, Axel, just...help me! I need to know who I am."

She ran passed him through the hall to a golden door. Axel exclaimed, "Hey... stop! Xion, stay out of there!"

The doors open and she enters them... A few minutes of searching later, Xion looks into an orb in a room of Castle Oblivion. She gasped, "No... Then...I'm not... The person I was before... wasn't me."

* * *

"The professor wants me to do what?" Sora asked as he walked with Scott and Jean walked through the lower levels of the mansion. Jean smiled, "To be the role model for the new students of the school. Meet with them, talk with them."

"This seems more like a job for you or Scott." Sora pointed out. Jean pointed out, "I won't be to sure... after all Kitty, Rogue, Evan, Riku, and Kairi joined because of you. You've got this." Sora shrugged, "I don't know guys, I don't feel like I'm ready for this big of a responsibly."

"That's alright. You don't have to do this. I can take over for you..." Scott offered. Jean turned to him, "Scott, we've been over this with the professor. He can do this." Jean then turned to Sora, "Look at it this way... you going in there to make friends. It'll be just like when you first met all of us."

"Okay..." Sora shrugged as he was about to enter the room but was hesitated as he stated, "I just remembered... I left the stove on..." Jean added, "Riku and Kairi are in there as well."

"Fine... I'll go..." Sora nodded finally entering the room. Scott was still unsure, "You sure about this, Jean. The New Mutants can be a bit of a hand full."

"He'll be fine... we have nothing to worry about." Jean reassured him... Sora dodged incoming ice from the left fire balls from the right. The students would appear to have another mutant laser tag. Sora tired to call out to them, "Guys?"

One of Boom-Boom bombs passed by him as he called out a bit louder, "Guys?!" One of Jamie's clones walked passed him as Sora exclaimed, "GUYS?!" However, they still kept at it. Sora sighed as he looked around for Riku and Kairi. Eventually, he found them hiding under there desks as made his way up to them, he asked them, "How long has this be going on?"

Riku looked at his watch as he replied, "Ten minutes give or take." Kairi sighed, "This all happened because I accidentally bumped into some one. I even apologized!"

"Okay... so why didn't you do a time spell?" Sora asked. Riku and Kairi stared at him, "Time spell." Sora remembered, "Oh, yeah. Forget you two are still new at this... hold on I'll show you." Sora summoned his Keyblade and raised it in the air, "STOP!" Everyone except the three Keyblade wielders froze instantly. Riku and Kairi where amazed as the former stated, "We need to ask him a few things about our Keyblades."

Kairi nodded in agreement as Jubliee stated, "Hey, what gives?! I can't move!" Ray replied, "Hey, I can't either!" Sora asked them, "Do I have your attention now?"

"Did you did this to us?" Roberto asked. Sora nodded, "Yes... and I promise I will release you but only if everyone promises to get in their seats so we can get to know each other better and maybe all become friends. Deal?"

"We promise!" Everyone agreed as Sora realized him from the spell. Everyone sat down in their seats as Sora walked to the front of the room as Bobby asked, "So, are you new here too?"

"Actually, I've lived here for years... It's always been a home to me." Sora replied as he put away his Keyblade, "Anyways, I think the first thing to do are introductions, so I thought we do something like we did in Hank's social program where we pass a ball around the room and say something about ourselves... unfortunately, I don't currently have a ball on me so we'll just use this cookie instead." He then pulled a chocolate chip cookie from his pocket. Amara raised an eyebrow, "You keep a cookie in your pocket?"

"Yes!" Sora nodded as Rahne asked, "Why?"

"I away carry a cookie in case I'm hungry." Sora stated as everyone gave him odd looks. Sora continued, "So, rules... They should be simple... Who ever gets the cookie gets to say something about themselves... Like your name, your powers, and little fun fact about yourselves. Rule number two, one your done pass the cookie to someone who hasn't gone yet." He then finished as he took a bite out of the cookie, "Rule three, no eating the cookie."

"Uh... Sora? Maybe you shouldn't say that when your eating the cookie?" Kairi suggested. Sora paused as he realized what he was doing and smiled sheepishly, "Oops." Everyone laughed at that as Sora continued, "Okay, make that no eating the cookie than it already has been. Okay, I'll go first... Hello, everyone. I'm Sora Skywalker or as people have been calling me these days, the Samurai Key, I can use the Keyblade and have the power of the force, and I used to have two hearts inside me."

"Used to?" Jamie asked. Sora simply stated, "Long story... anyways... you can go next." He then handed Jamie the cookie as he asked, "Me?" Sora nodded, "Go ahead. Don't be shy."

"Uh...hi, I'm Jamie Madrox or Multiple, I can make copies of myself, and... my favorite hero is Captain America..." Jamie replied. Sora smiled as he fist bumped Jamie, "Sweet me too..." He then handed the cookie to Jubiee, "Hi, everyone my name is Jubilation Lee, call me Jubilee, I can make fireworks come out, and I'm a gamer."

Sora nodded as she passed the cookie to Bobby, "Sup, name's Bobby Drake or Iceman, I can control ice, and I'm available ladies as he winked to the girls in the room." All the girls giggled except for Kairi, Bobby then handed over to Tabby as she smirked, "Good morning everyone! Name's Tabitha Smith or Boom-Boom, I'm can make some big bangs, and I've got this huge crush on the Samurai Key!" She finished with a wink at Sora.

"Uh...thanks...but my heart belongs to some else." Sora told her. Kairi then spoke up as she glared at Tabitha, "That's right... so, keep your hands to yourself!" She raised her hands in defense as they conversation went on. Soon everyone, introduced themselves, explained their powers, and some fun facts about themselves. Sora thought everything was going well... until Sora, Riku, and Kairi summoned the Keyblades unintentionally. Sora knew what this meant as the Amara wondered, "Why did you guys summoned your Key Swords?"

"Not good... Sora?" Kairi asked. Sora first corrected before turning his attention back to Riku and Kairi, "Keyblades... Riku, Kairi, don't panic just calm down and focus on this world otherwise..."

Just then light swirled around Kairi, and Riku's Keyblade as eventually Sora did the same and they were all blinded by light as they vanished from this world...

* * *

Just then, on another world a portal opened and Sora, Riku, Kairi, and the New Mutants all fell to the ground of the new world. Sora groaned as he finished, "You'll do that." Jamie wondered, "Hey, where are we?"

"On another world, from what Sora and Kairi have told me, the Keyblade can do that." Riku explained. Samual wondered, "Really, like aliens and stuff?" Amara wondered, "So... How do we get back?"

"We have to find this worlds Keyhole and locked it shut only then can we return home." Sora explained. Jubilee nodded, "Okay...so, where do we look?" Just then Boom-Boom called out, "Hey, guys, check this out!" Everyone turned to here as she gestured a carnival of some kind called, "Prankster's Paradise." And it was labeled, "Free for all children and teens." Everyone beamed at that as Bobby, "Free rides, food, and games! Sounds good to me!"

Everyone was about to rush in when Sora stood in the way, "WAIT! I know it looks fun but we've got much bigger things to worry about." Tabitha told him, "Relax, kid... We'll only spend a couple hours here and then go home!" Everyone New Mutant nodded in agreement as Sora told them, "But there's something you should know!"

"Let me guess, we can't let others now where we're from to keep some kind of world order." Ray joked. As Sora nodded, "Well, yes...but..." Tabitha then exclaimed, "So, we won't do that, instead we'll party!" Everyone cheered as they rushed inside as Sora exclaimed, "No! Wait!" But they were long gone, Riku asked, "There just checking out the carnival...there's nothing wrong about that."

"You don't understand... Everything is unique about a world and it's not always in a good way... Plus they don't know about the Heartless, Nobodies, or the Organization." Sora explained. Riku eyes widened, "Your right... This is bad..." Kairi nodded, "Yeah, and I don't know about you guys but something fells off about this place."

"Is this a Princess of Heart thing?" Riku asked. Kairi shrugged, "Maybe..." Sora nodded, "I believe her... I sense something dark about this place... We need to get them out of there before it's too late." Riku nodded, "Alright then, let's stick together and move quickly..." Everyone nodded as they to entered the carnival. As they entered the assessment park, they saw a lit ferris wheel and carousel in front of a tall rollercoaster. A talking clown face hangs on the archway above the entrance. Riku stated, "Now I even feel something off about this place..."

"That Pinocchio... he must have his poor father worried sick." They heard a voice spoke up. They look around as the voice continued, "Still, that little fella's some miracle. Imagine... Mr. Geppetto's wooden puppet, brought to life by the Blue Fairy." They eventually spots an insect in a top hat and tails sitting on the steps ahead of them, his tiny umbrella resting in his lap, "She made his wish for a son come true because he's given so much happiness to others. Now Pinocchio needs me to guide him and be his conscience, so maybe one day, he can be a real..." He then chuckled to himself, "Well, now, let's not get ahead of ourselves, Jiminy."

Jiminy then stood up as he finished talking to himself, "First, you gotta go find Pinoke." Riku stated, "Is everyone else werided out that there's a cricket wearing cloths and talking about a living wooden puppet." Sora and Kairi turned to him as they both stated, "You get used to it."

"Maybe this guy knows where to find the others." Sora offered. Kairi nodded, "Let's ask him." She turned to the cricket, "Excuse me? Sir?"

"Jiminy hops around to face Kairi and the others, "Hmm? Who are you three? You shouldn't be here, kids." Kairi stated, "We weren't planning to, we just need help finding our classmates." Jiminy nodded in understanding, "Classmates, huh? Oh, I get it! You folks were on you way to school when everyone but you three decided to ditch school and now, your trying to get them back."

"Exactly!" Sora nodded. Jiminy laughed, "Why didn't ya say so? Seems like we're on the same boat here. Jiminy's the name! Jiminy Cricket at your service." Sora smiled, "It's very nice to meet you, Jiminy. My name is Sora and these are by best friends, Riku, and Kairi."

"Well, sure. The feeling's mutual, Sora. Gosh, I don't think I recognize ya from the town but your name does have a familiar ring." Jiminy chuckled. Sora turned to his friends as they shrugged as Riku wondered, "So how come you said we need to get out of here?" Jiminy remembered, "Oh, yes, this is a terrible place! Boys and girls here are allowed to wreck things and loaf around and make jackamules of themselves!"

"Wait, you mean that metaphorical, right?" Kairi wondered. Jiminy frowned, "I wish I was, Kairi. But I mean it litterary, longer boys and girls star around here and goof around, the sooner they turn into jackamules and they get sold to who knows where!"

Riku and Kairi gasped in horror as Sora wondered, "Forgive me but that word is unfamiliar to me. What are jackamules?" Riku turned to him, "Oh, it's a nice way to say jackass..." Kairi and Jiminh exclaimed, "Language!" Kairi then explained, "This place turns childern into donkeys, Sora..."

"Uh, no!" Sora gasped as Jiminy nodded, "That's right! And poor, lost Pinocchio, he wandered in here on my watch." He gasped as he remembered, "That's right! That's where I musta heard your name, Sora... from my friend Pinoke!"

"He knows me? But how?" Sora wondered. Jiminy explained, "It all started earlier today, Pinocchio got in the wrong crowd... It took me a while to find him... When I did I found him locked in a cage..."

* * *

 _Jiminy flashes back to a wooden boy who is stuck inside a cage. He scolded him, "Shame on you, Pinocchio, playin' hooky and...and goofin' off in a place like this!" The living puppet replied, "I'm sorry, Jiminy. I was going to school till I met somebody." He then thought as he lied, "Yeah! Uh, two big monsters, with big green eyes!"_

 _Suddenly, his nose grows a few inches. Jiminy's arms cross in disbelief, "Oh, you don't say. And then what happened?" Pinocchio continued, "They, uh, they tied me in a big sack!"_

 _His nose extends even further to the boy's dismay. Jiminy eyes narrowed, "Sounds like you were horsin' around." As Pinocchio finished, "But I snuck off when they weren't lookin'." His nose finally grows out of the cage, sprouting flowers and knocking Jiminy off his perch and onto it. Pinocchio gasped, "My nose! What's happened?"_

 _"There! Ya see where those tall tales will get ya?" He asked Pincchio. He then blurted out, "But it's all true! Even the fella in the black clothes who said to play a trick on Sora while he looked for another one of his friends."_

 _"What? Now who was he? I've had just enough of your fibbin'." Jiminy told him... That's when Jiminy realized that his nose wasn't growing. He was telling the truth, "Hold on... I guess that part was true." He then turned back to Pinocchio as he asked, "Tell me, Pinoke, did that man in black say anything else to ya?" Pinocchio thought back before replying honestly, "Umm...he sure didn't."_

 _"Well, good." Jiminy replied. Pinocchio gasped as he pointed ahead of them, "Hey, look at that!" A blue star flashes in the sky and floats down to them as Jiminy recognized, "That star again! The Blue Fairy!"_

 _The star takes the form of a beautiful woman with a blue dress and blond hair. Two translucent wings are attached to her back and she holds a wand with a star-shape at its point, "Why, Pinocchio. What has happened to your nose?" Pinocchio hesitates, "Oh, um..."_

 _"Perhaps you haven't been telling the truth, Pinocchio." She replied as she turned to the cricket, "Sir Jiminy?" Jiminy replied nervously, "Well, ya see, um, Your Honor, um, Miss Fairy..."_

 _"Oh, please help me. I'm awful sorry." Pinocchio pleaded. The Blue Fairy replied, "You see, Pinocchio? A lie keeps growing and growing, until it's as plain as the nose on your face."_

 _"I'll never lie again-honest I won't." He promised. The Blue Fairy replied, "I'll forgive you this once. But remember-a boy who won't be good might just as well be made of wood."_

 _"We'll be good! Won't we?" Jiminy and Pinocchio smiled and nodded at the same time. She nodded, "Very well. But this is the last time I can help you." She flashes her wand and Pinocchio's nose is returned to normal to his amazement..._

* * *

With that Jiminy finished, "...and then we were head for school. When a bad fox named, Honest John, turned Pinoke here." Sora, Riku, and Kairi eyes widened as they knew the man in black clothes was. Sora said, "Those guy again."

"Forget him! If I don't find Pinoke soon, he'll turn into a donkey like the rest of the children." Jiminy told the three. Riku added. "Plus with all the new students and the fact you saw an Organization member nearby... things just got a whole lot more difficult."

"Right. Then let us help you find him, Jiminy, as well as our friends." Sora stated. Jiminy smiled, "Really? I'd be grateful. And I'll be more than happy to help find your friends." The four then heard cheering up ahead as they saw Bobby, Amara, Sam, and Roberto getting on to a roller coaster. Jiminy gasped, "Gosh, are those them?"

"It's Bobby, Amara, Sam, and Roberto!" Kairi exclaimed. Riku gasped as he gestured, "And look! Something's hunting them!" As they saw the four got on the rollercoaster they watched as Heartless were stalking them. Sora and Kairi gasped, "Heartless!"

"Monsters?! Those certainly weren't there before! We gotta do something!" Sora nodded as he lifted Jiminy on his shoulder, "Hold on!" Sora, Riku, and Kairi ran after them as the coaster road off, Riku told him, "Sora! We'll deal with the Heartless! You and Jiminy fly after the others!"

"Right!" Sora nodded as he ran added as Riku and Kairi summoned their Keyblades and began fighting off the Heartless. As Jiminy realized what Riku told them, he paused, "Fly?! How exactly are we going to do that?!" Sora then took off the ground and flew after the four mutants, much to Jiminy's shock and amazement, "Golly, this is amazing." He turned to Sora, "I guess you and our friends not so ordinary either." Sora smiled and nodded, "Yeah, it's an interesting time. Now c'mon! Let's save the others."

Jiminy nodded, "Right." Sora increase speed as he caught up with the others. He called out, "Bobby! Amara! Sam! Roberto!" They turned to Sora, Bobby smiled and laughed, "Sorry, Sora! There's no more room on this cart! Try waiting for the next one!"

"You don't understand! You gotta get off! It's a trap!" Sora exclaimed as they looked ahead as monsters showed up, Amara screamed as everyone else's eyes widened in horror. Sora quickly got a head of them and summoned his Keyblade and destroyed them with a single strike. Sora then told them, "Get off this ride! NOW!"

"Don't need to tell us twice!" Bobby replied as he created an ice slide and Sora used the Force to get them off the cart and on the ice slide as they slide down. Sora landed next to them he asked them, "Are you alright?"

"We're fine." Roberto stated. Amara asked, "What the heck where those things?!" Sora told them, "I was going to tell you but instead of listening fully at what I had to say, you all ran in here unaware of the dangers you were in!" The four all of a sudden felt guilty as Sam said, "Look, we're sorry but..."

"Now, we don't want to hear your excuses!" They turned in shock to see Jiminy, "Your professor put Sora in charge and you should have listened to what Sora had to say! Instead, you all decide to playin' hooky and...and goofin' off in a place like this!" Everyone was so shocked to see Jiminy speak, they were silent for a whole minute before Bobby asked, "Is that cricket...?"

"Yes, he is. And that's another thing. This isn't Bayville things aren't same here, different wor... places have different rules. For example, what you think is a fun caravel is actually a trap! Besides the monsters, this place will literary turn us into jackamules here or donkeys!" They all gasped at that as they instantly check to make sure everything was still them. Sora told them, "Relax, your fine. You're lucky we found you in time!"

"Oh my gosh... the others..." Amara realized. Sam eyes widened, "We gotta find them!" Sora promised them, "We will but for now on, you listen to what I have to say especially when we're out of town. Am I clear?"

"Yes!" They quickly nodded. Sora nodded, "Good. Now, do you know where they others are?" Amara stated, "Well, I saw Jubilee and Tabitha heading for the park games." Roberto added, "And I saw Ray and Rahne checking out the free food."

"What about Jamie?" Sora asked. They all shook their heads as Bobby, "We don't know... we got separated." Sora then stated, "Then let's find someone who does... the sooner, we get everyone and escape the bet..." Sora then saw the cloaked figure behind them, Jiminy gasped, "A fellow dressed in black... that must be the one Pinocchio told me about!"

The figure then turned and ran. Sora handed Jiminy over to Bobby, "Bobby take, Jiminy! Find Riku and Kairi. They can help you fend off the monsters while you try to warn the others. I'm going after the Organization."

"But why?" Amara wondered. Sora explained, "Months ago, before you join the school, there was a boy in a mask named Vanitas. He was after something both powerful and dangerous and I have a feeling their after the same thing because before he died, he claimed he was working with someone. And they control the monsters that attacked you plus, Jiminy said wanted Pinocchio to play a trick on me... If I find him..."

"You could find my friend Pinoke!" Jiminy finished. Sora asked, "Can you keep an eye on my friends while I track him down?" Jiminy nodded, "I can. Just bring Ponkie back safe." Sora ran off as Amara called out, "Be careful!"

Sora chased after him. Heartless tried to get in the way but they were no match for the Son of Anakin Skywalker. He eventually found his way to a tent where he lost him. It was dark in the room so Sora pulled out his father's lightsaber and activated the blade. It light the room and he looked around on guard for the Organization member. He then heard footsteps tried to sneak past him but Sora swung the lightsaber which was blocked by a Keyblade... which looked exactly like his. Sora gasped in shock before summoning his Keyblade to break of the attack. The figure gasped as a familiar voice spoke, "A...A Keyblade?"

"Huh? I know that voice... who... who are you?" Sora asked. As she put away her Keyblade. He raised her arms in surrender and slowly reached for her hood as he pulled it down. Sora recognized her face...it looked exactly like the girl he loves...except with black hair. "Kairi?" Sora asked. The dark hair lookalike turned to Sora, "That's not my name... it's Xion. Who are you?"

"The name's Sora..." He introduced himself not letting his guard down as he remembered what Gamora had told him, _"Nobodies do not truly exist at all. Nobodies may seem to have feelings, but that's a trick... they only pretend to have hearts. Don't let them deceive you!"_ She pleaded, "Please, Sora, you have to help me..."

"I know what you are and who you work for. Tell me, why should I help an Organization member?" Sora asked. She replied, "Because, they are the ones who are after me..." This confused Sora as she continued, "I wanted to learn, who I was before I became I Nobody but learned something they didn't want me to know and now..." Just then monster piled on to her knocking her down. Sora gasped, "No!"

Sora cut the monsters off of her and saw she was only knocked out but then turned his attention back on the monsters. They weren't Heartless, so he could only assume these were the lesser Nobodies." They were agile but Sora cut them down but more kept on showing, if he stayed here, he'd eventually get overwhelmed he had to escape. But then he looked down on Xion... If he left her behind... No, Gamora stated that he shouldn't trust them... they were dangerous... However, his consinse told him to not leave her behind. He didn't are what she was, he would never abandoned those in need. He'd help her much like his parents would. He put away his weapons and picked he up and ran out of the tent as the Nobodies perused...

* * *

"Man, that was crazy!" Boom-Boom stated. Riku asked, "Is everyone still human." Ray nodded, "Looks like it. All we're missing is Jamie and Pinocchio." Rahne wondered, "Where's Sora?"

"Don't know. Jiminy said he was going after the guy in the black clothes." Kairi replied. Just then they heard Sora call out, "Hey, guys!" Everyone turned to see Sora running for his life with an unconscious Organization member as they were currently being chased by Nobodies, "I COULD USE A LITTLE HELP HERE!"

"Oh my gosh, Sora's in trouble!" Kairi gasped. Rahne stated, "We've to do something!" Bobby told the others, "Let's give him some cover." With that, Iceman, Berzerker, Magma, and Jubilee lined up as Sam called out, "Sora! Duck!" Sora took cover as the four mutants blasted at the monsters until they were all destroyed. When they knew it was safe, Riku and Kairi helped up Sora, Kairi asked him, "Are you alright?"

"I'll live." Sora replied. Riku smirked, "And you caught their Commander... nice work." Sora replied, "Actually, I think the Nobodies where after her. I don't think she's the same Organization member Pinocchio saw." Bobby walked up and asked, "She?"

"You guys are not going to believe this." He told them as he lied the member down, the then moved her face into the light, "Look familiar?" Everyone gasped as Riku stated, "She... she looks like..."

"Me?" Kairi gasped. Sora nodded, "That's not all. When we fought, she used a Keyblade that looked exactly like mine. She even shares the same battle stance as I do. Before, her she was knock out, she claimed her name was Xion and she learned something the rest of the Organization, didn't want her to find out."

"What was it?" Rahne asked. Sora shrugged, "I don't know... she was knocked out before she could tell me." Riku nodded, "Alright, let's find out what she knows. Bobby cuff her."

"With what?" He asked. Magma told him, "You powers remember..." Bobby laughed, "Relax, I was kidding..." The gestured her up and iced her hands together behind her so, she couldn't use the Keyblade. Sora then gave her a potion to heal her. He groaned as she got up, "What happened?"

"You were attack by your own army. I help you escape." Sora explained, Xion turned to see that she was cuffed, "What?" Sora apologized, "Sorry, but I'm still not sure if this is a trick."

"Oh, right... Axel was the one who attacked you." Xion nodded. Kairi asked, "Did he tell you that?" She shook her head, "No, I remember it like I was there... at first, I thought it was one of my old memories... before I became a Nobody..."

"Ah... your not a loser..." Jiminy told her. Riku told him, "Not that kind of nobody." Sora nodded, "But..." Xion continued, "When I snuck into one of our bases in Castle Oblivion for answers... I learned of my true origin."

"What was that?" Ray wondered. She turned to Sora, "I was made to the ultimate weapon to go against you, Sora." Everyone was shocked by this, "Apparently before I was born, the Organization studied you. They wanted you to aid them in their goal to achieve something Kingdom Hearts. However, they wanted a countermeasure incase you turned against them. So, the scientists came up with an idea for that. The saw that you and that girl who looks like me...were very close... so, they took some of her DNA to create a clone of her because..."

"They knew, I'd never hurt her." Sora replied. She nodded, "Yes... they also implanted me with some of your memories so I could fight like you... they didn't except that I could use the Keyblade too. Because of that, I became the fourteenth member of Organization XIII." Just then Riku spoke up, "Wait a minute, if you guys are called Organization XIII... then how come there are fourteen of you."

"You know... I really don't know... they didn't even add a seat for me. I always had to stand. Saix called me an it... a puppet and a failure/" Xion frowned, Sora, Kairi and the New Mutants felt bad for her. Jubliee wondered, "So, what happened when you learned the truth?"

"Well, Axel was right how they said they would kill me but he let me escape before anyone found out." Xion explained. Riku raised an eyebrow, "And why would he do that?" Xion replied, "He's my best friend other than Roxas."

"I don't believe it... a Nobody can't feel anything let alone befriend some one." Riku denied. Sora told him, "But I do..." Riku turned to Sora, "Sora remember what Gamora said, Nobodies don't have hearts... they don't feel anything! It's gotta be a trick!"

"Riku, I don't think she's lying either." Kairi stated. Riku told her, "If she is that makes her all the more dangerous... if she was made to take out Sora..." Jiminy told him, "Riku, calm down... she's only a girl. I don't think she wants to harm anybody."

"C'mon, guys back me up here." Riku turned to the new Mutants. Bobby shook his head, "Hey, it's not like she asked to be born and here she is. Scared and alone. Aren't the X-Men supposed to help those in need?"

"Bobby's right on that... once, we find the Keyhole, we'll take her to the professor. He can confirm everything Xion told us." Sora told his best friend. Riku sighed, "Alright... but I'm not letting my guard down." Sora nodded as he help Xion up, "Have you seen a living wooden puppet named Pinocchio or a boy who can duplicate himself named Jamie or Multiple?"

Xion shook her head. Jiminy then asked, "Then if the figure in the black coat wasn't you... then who was the fellow in the black coat who told Pinoke to play a trick on Sora?" Xion replied, "Vexen was the one chasing me... so it was most likely him."

"Guess he wanted you distracted with Pinocchio so you wouldn't get in the way." Kairi said as she turned to Sora. He then turned to Xion... then was one last thing he needed to know, "Does the name Vanitas mean anything to you?"

Xion shook her head, "I don't believe I've heard that name... but it's possible that the older members would know, Vexen was one of the original members." Sora nodded, "Alright... for the time being we'll protect you from this Vexen and we'll take you to the professor where you'll be under the protection of the X-Men but one false move against us and I can't hold back Riku from what he might do."

"Alright..."Xion nodded. Jiminy sighed, "And now there's still no sigh of Pinoke or Jamie..." Everyone sighed until Sora saw them, "Hey! Over there, I see them!

Pinocchio and Jamie is running around near a giant 8-ball ride heading to the hall of mirrors. Jiminy beamed, "Gosh! That is Pinoke!" Amara nodded, "And Jamie..." Bobby nodded, "Let's grab them and get outta here."

"All aboard, Jiminy." Sora offered as Jiminy hopped on his shoulder and laughed, "Take it away!" They ran through the hall of mirrors fighting monsters both Heartless and Nobodies along the way. They eventually find Pinocchio and Jamie standing high above a large trampoline, surrounded by Heartless. Sora and Jiminy called out to them, "Pinocchio!/Jamie!"

"Jiminy! Help us, Jiminy!" Pinocchio called out to him. Jamie also called out, "Save us, Sora!"

"Oh my stars above! We've gotta do something!" Jiminy stated. Sora nodded, "Okay, I got it covered." Sora runs up the ramp to the trampoline and bounces on it high enough and retrieves Pinocchio and Jiminy, setting him down. Jiminy gasped, "Oh, Pinoke! Look at ya!" Pinocchio has the ears and tail of a donkey as Jamie explained, "Pinocchio and I were having fun when that happened and then all these monsters showed up... and... and..."

"I think, for now, we better get out of here." Sora told them. Kairi nodded as she gestured to Pinocchio, "Yeah, before the spell is complete." Everyone didn't bother with the Heartless as they dashed for the exit. As another Organization member watched from above. Once they left, Sora turned back to Prankster's Paradise. Sam wondered, "Sora, what are you doing?"

"Making sure no child will ever get trapped in this web again!" Sora replied as he used his Keyblade and locked the placed down so no one could get in. Sora stated, "I declare this park... shut down." Everyone sighed in relief, Xion turned to Pinocchio with concern, "Are you going to be okay?"

"I think so..." The puppet nodded. Jiminy frowned as he gestured to his ears and tail, "Oh, Pinoke, how are we going to explain this to your father?" Kairi knelt down and took a good luck and hummed for a minute, "Well... I'm not magic expert...but because we interrupted the magic before it could be complete the ears and tail should eventually go away... within a few days at most."

"Oh, that's good to hear..." Jiminy sighed with relief. Riku then stated, "We're not outta the woods yet. Vexen and those monsters are still out there." Jubiee wondered, "Is there a place where we can stop to rest."

"We can go to my father's shop... we'll be safe there." Pinoke offered. Jiminy smiled, "Sure, I don't think Geppetto would mind." Sora nodded, "Alright... lead the way..." With that everyone followed the living wooden puppet...

* * *

Soon, Pinoke knocked the door to his home as he called out, "Father, I'm home!" Jiminy called out, "We're home, Mr. Geppetto! Home again!"

"It's me, Pinocchio! And brought some friends!" He called out as he tries ringing the doorbell. Jiminy added, "Here he is, Mr. Geppetto. Home at last!" Still no response as Sora assumed, "Hey, maybe he's asleep."

"Father? Father, it's me!" Pinoke called out. Kairi looked through the window, "Guys, come here!" Everyone walked over to where Kairi was and looked through the window, "Look! He ain't here!" Pinocchio gasped, "He... he's gone."

"Yeah, and Figaro." Jiminy observed. Pinocchio added, "And Cleo too. Maybe something awful happened to him."

"Don't worry, son. He probably hasn't gone far..." Jiminy reassured him as Xion looked up, "Look!" A magic dove flew to them gives 'em a letter as Sora stated, "Hey! It's a message!" Kairi read it as Tabitha wondered, "What's it say?"

"It's about Pinocchio's father." Kairi gasped. Pinocchio wondered, "Where is he?" She looked to them as she tried to explain, "Why, uh, uh, it says here he, he went looking for you and was swallowed by a whale."

"Swallowed by a whale?!" Everyone gasped as Kairi continued, "Yeah, uh-huh. A whale! A whale named Monstro! But wait! He's alive!" Pinocchio beamed, "Alive! Where?"

"Inside the whale at the bottom of the sea." Kairi finished. Ray was shocked, "Man, that's sounds like something you would read from the Bible." Pinocchio then asked, "Bottom of the sea?"

"Uh-huh." Kairi nodded as Pinocchio turned to leave as Kairi wondered, "Hey, where you going?" He told her, "I'm going to find him."

"Pinoke, are you crazy? Don't you realize he's in a whale?" Jiminy asked. Pinocchio nodded, "I've gotta go to him."

"Hey, Pinoke, wait! Listen, here, son! This Monstro I've heard of him. He's a whale of a whale! He swallows whole ships. Tie it good and tight now. And besides, it's dangerous, why I…" Jiminy tired to explain as Pinocchio looks at him him sadly, ""Goodbye, Jiminy..."

"Goodbye?" Jiminy repeated but then smiled, "I may be live bait down there, but I'm with ya. Come on… let's go." They jump off the ledge into the ocean as Jiminy exclaimed, "LOOK OUT BELOOOOOOW!" Everyone rushed to where they jumped off and looked down. Riku asked, "Do you see them?"

"I can't see I thing." Rahne replied. Sora then jumped after them as Kairi called out, "Sora!" With a splash everyone looked down once more... they were worried until Sora swam up to the surface, "It's okay! You can breath underwater here!" Everyone was shocked by this, "YOU CAN?!"

"Are you sure?" Amara asked. Jamie wondered, "What if your wrong?" Sora asked, "You don't have to come... you can stay up here until I return but for now... somebody needs to look after Pinocchio and Jiminy!" Kairi called out, "Hold on Sora! We'll find them together!"

She then dives in after Sora. Kairi told him, "Let's go!" Just then they heard Iceman called out, "Wait!" They looked up as Iceman called out, "I'm coming too!" He then jumped in after them. Sam the flew down call out, "Cannonball!" Once he was in the water he called out, "I'm with you as well." Soon all the New Mutants jumped in, as Amara stated, "We all are!"

Sora smiled, "There's hope for you yet, rookies." They smiled at that as they looked to the only ones who remained on the surface. Xion and Riku. Riku looked to Xion, "I must be outta my mind..." He then summons he Keyblade and breaks the ice off of Xion. She wondered, "I thought you didn't trust me?"

"I don't but you need your hands to swim." Riku replied. Xion giggled, "Fair enough." They they hopped in after the others. Sora told them, "Alright, let's stay together... Let's not get lost when were underwater. With that, they swam below. Rahne even turned into her wolf form to track Pinocchio and Jiminy. Jamie wondered, "This is so weird... is this what it's like for you?"

"All the time." Sora smiled. After a half an hour of swimming, Rahne changes back to her human form and told them, "There close... keep your eyes open." Everyone looked around and saw Pinocchio and Jiminy run past them, as they told them, "RUN!"

"What was that about?" Tabitha wondered. Everyone turned around to see Monstro the whale who opens his jaws angrily, roaring at them. Everyone's eyes widened as Sora exclaimed, "MOVE!" Everyone began swimming as fast as they could catching up to Pinocchio and Jiminy. The current in Monstro's wake is intense, pulling Jiminy, Pinocchio, Sora, Riku, Kairi, Xion, and the New Mutants through the water. They swam frantically with Monstro in pursuit. The whale's open maw gains on them slowly. Riku told everyone, "Brace Yourselves!" Monstro's great jaws clamp down on either side of them consuming them all..."

* * *

Everyone groaned as they got up as the water died down. Sora asked, "Is everyone alright?" Everyone groaned in response as Roberto stated, "Now, I know how Jonah felt." Pinocchio looked up on a swallowed boat and his eyes widened in registration, " Hey, Father! Father!"

"Don't bother me now, Pinocchio!" Geppetto said sadly. Everyone quickly followed the puppet swam up to the boat as he called out, "Father!" His father then realized who was calling up to him, "Pinocchio! My son!"

"Hey, Father! Here I am!" He called out. Geppetto quickly pulled him on board and gave him a hug, "Pinocchio! My boy. I'm so happy to see you!" Pinocchio smiled, "Me, too, Father."

"Yes. We all are together again." He smiled he then realized, "Oh, you are soaking wet." He nodded, "Yes, Father."

"You mustn't catch cold." He told him as he got him a towel. Pinocchio told him, "But I came to see you!"

"You shouldn't have come down here." Geppetto told him. Pinoccohio tried to explain, "But, Father..."

"But I'm awfully glad to see you. Let me take your hat." As he removed his son's hat to drench it out he gasp in shock. Pinocchio asked, "What's the matter?"

"Those ears!" He gestured. Pinocchio asked, "Huh? Ears?" He then remembered his donkey ears, "Oh, these. Oh, that's nothing. I got a tail, too!" His father asked in concern, "What's happened to you?"

"Well, I... I... I..." Pinocchio frowned as he tried to explain but his father shook his head not caring, he was happy to have his son back, "Oh, never mind now. Old Geppetto has his little wooden head. Nothing else matters." Sora spoke up as everyone climbed aboard, "We've very happy for you, sir."

"So, how did you end up here?" Sora asked as everyone climbed on the deck. Geppetto gasped in shock, "Oh, my. So the whale swallowed all of you, too? My goodness!"

"Yeah, looks like it." Sora nodded. Kairi smiled, "This is Sora. I'm Kairi and this are Riku, Xion, Bobby, Amara, Samuel, Roberto, Jubilee, Rahne, Tabitha, Ray, and Jamie. We we're on our way to school when we met Pinocchio and thought we help him get home."

"It's nice to meet you all. My name is Geppetto. I'm Pinocchio's father. When we got separated, I traveled all over, looking for him. Thank goodness we're together again." He replied. Amara looked around as she went to pet the cat, Figaro, "So, is there away out?"

"Get out? Oh, no, no..." He replied sadly, "I've tried every way. Why, I even built a raft!" Everyone turned to see the raft. Pinocchio beamed, "A raft? That's it. We'll take the raft, and when the whale opens his mouth..."

"No, no, no, no. Now listen, son. He only opens his mouth when he's eating. Then everything comes in. Nothing goes out. It's hopeless, Pinocchio." He told him as everyone sighed. However, Sora wasn't willing to throw in the towel just yet, "Mr. Geppetto... All my life, I was taught to never give up hope even when I felt it was hopeless. I promise you on my mother's and father's grave that we will find away to get you and your son home."

The New Mutants paused at that, his mother's and father's grave? They turned to Kairi as she explained, "Sora's father was a Jedi Knight and they started out like mutants did and rose to be heroes. However, the we're be tried and his father was murdered and his mother died of a broken heart. Sora's is believed to be our only hope." Everyone then felt sorry for Sora as everyone began to think of a way out. Geppetto then spoke up, "Come, we'll make a nice fire, and we'll cook some of the fish."

"Man, that must be very uncomfortable for you." Bobby said as he turn to the pet goldfish, Cleo. The goldfish nodded in agreement as Pinocchio had an idea, "A fire! That's it!" Geppetto nodded, "Yes, and then we'll all eat again."

"A great big fire! Lots of smoke!" Pinocchio beamed. Xion looked around as she noticed a cloaked figure watched them. She then looked at the other teens the boy with the spikey hair reminded her of one of her best friends... and she felt closer to the New Mutants... as they were friends too. Even Riku despite him not trusting her. She knows what she need to do. His father raised an eyebrow, "Smoke? Oh, yeah, sure. A smoked fish will taste good." Pinocchio beamed as he grabbed a near by chair, "Quick... some wood!"

"Pinocchio, not the chair!" His father told him as Pinocchio told him, "Hurry, Father! More wood!"

"Oh, what will we sit on if we..." Geppetto puzzled. Pinocchio reassured him, "We won't need it! We're getting out!"

"Getting out? But how?" Geppetto asked. Pinocchio explained, "We'll make him sneeze!"

"Make him sneeze? Oh, that will make him mad!" Geppetto told him. Sora told him, "Leave the whale to us. We can handle him." Geppetto turned to Sora, "Are you sure?" Riku nodded, "Of coarse... we stopped a maniac from destroying the universe... fighting an angry whale should be a piece of cake."

"You did?" Bobby asked in shock. Sora, Riku, and Kairi nodded. As the other mutants walked beside them as Tabitha nodded, "Then count us in too." All the New Mutants nodded in agreement when Jamie wondered, "Hey, where's Xion?" Everyone began to realize, she was missing...

* * *

Xion walked deeper into the the belly of the whale, she called out, "Vexen, you can come out, I surrender." Vexen nodded as he walked to her as he removed his hood, dirty blond hair, worn long with two slightly shorter (but still long) bangs that frame his face as well as his large, bright green eyes, "About time you recognized you're superior."

"My one condition is to leave my new friends alone." Xion told him. Vexen laughed, "Friends? A Nobody can't have friends let alone you... your just a failed experiment..." She glared at him at that but said nothing, "Still... if your willing to cooperate then I shall spare them for the time being..."

"Deal." Xion nodded sadly, she may not remember her friends but a least they would be safe. Vexen nodded, "Very well... now come so, I can reprogram you..."

"She not going anyway!" A voice exclaimed as they turned to source of the voice. Vexen then was hit by an incoming Keyblade knocking him back as it returned to Sora. Sora eyes narrowed as Riku, Kairi, and all the New Mutants glared at him as he continued, "And certainly not with you!"

"So, your the Keyblade's Chosen? Sora, is it? You look more insignificant up close." Vexen told him. Sora just glared at him, "So, your an original member of Organization XIII..." He then smirked, "Your shorter than I expected." Everyone chuckled behind Sora, Vexen glared at them. Xion turned to them, "Sora... take the others and go... leave while you still can."

"Sorry Xion. We all agreed. We're not leaving with out you... Vexen and most of the Organization might call you a mistake... but to us your certainly not... you our friend and we're not leaving you behind." Sora told her. Xion's eyes widened as she turned to Riku as he sighed, "Well, yeah... I'm not that heartless..."

She smiled as Vexen just smirked, "You'd risk your life over a puppet... who doesn't even have a heart?"

"Heart or no heart... at least she still has a conscience." Sora pointed out. Vexen raised an eyebrow, "Conscience? That insignificant thing?"

"You might not hear it, but right now it's loud and clear. And it's telling her what you're doing is wrong!" Sora declared. Vexen huffed, "Very well... if you so persistent of standing between me and the puppet... then you can die with her." Vexen then formed an ice shield as Sora declared, "X-Men! Take him!"

Everyone charged at Vexen. Sora, Riku, and Kairi swung their blades at them while Boom-Boom and Jubilee got behind him and dropped chery bombs and fireworks behind him stunning him. Sam flew at him, "CANNONBALL!" He slammed right into Vexen knocking him down. Amara turned to Roberto as she asked, "Will my powers help charge you up indoors?"

"Only one way to find out." Roberto stated as she when turned into her Magma form. He reached out for her and charged up into his Sunspot form, "Oh, yeah!" He then flew at Vexen, who knock Cannonball off of him as Sunspot punched him to Sora who slashed at him. Vexen growled as he fail to notice the army of Jamie right behind him. They declared, "Dog Pile!"

And the piled top of him knocking him down. He growled as he tried to get out of him as Wolfsbane changed to her wolf form and pounced on him as bite into his shoulder. Iceman tired to freeze him in place but however it only strengthened him, "Foolish, boy! You think can harm me with ice." He then declared, "Come to me Ice Blade!"

He then formed a sword made of ice and proceed to destroy the Jamie clones as well as attack the others. He was about to strike Riku from behind when Xion got in the way, "Look out!" She then blocked his blade with her own Keyblade. Riku nodded in appreciation, "Thanks..."

Beserker then blast him away with lightning as he got up as Amara grabbed his sheild and began to melt it. His eyes widened as everyone walked up to the defenseless Vexen and proceed to punch him. They continued do so until he forced to retret, "Fine you can have her! But don't think for a second this is over!"

Just then the whale began to shake as Kairi wondered, "Hey, what's going on?!" Iceman assumed, "Guess our fighting caused Monstro to have a stomach ache." Sora declared, "Everyone to the raft!" Everyone quickly ran to the raft as as they could...

* * *

"Well, it's about time!" Pinocchio beamed as everyone returned. Geppetto told them, "It won't work!"

"Hurry, everyone! Climb aboard!" Pinocchio told them as everyone was on. Including the pets as Geppetto told them, "We'll never get by those teeth!" Sora declared, "Not if we have anything to say about it. Sam!"

"I'm on it!" Sam declared as he got on the end of the raft. Jiminy quickly climbed aboard, "Hey, Wait for me!" The whale opened his mouth as Sam declared, "Hang on! Here we go!" He rocketed them off as the whale seenzed as Xion told the whale, "Gesundheit."

"We made it!" Pinocchio beamed as they pulled Sam on board. Geppetto told them, "Look, now he is mad! I told you he'd be furious!" They saw that the whale was after them. Roberto rasied his hands to the sun as he charged up, "Let's do this!"

Boom-Boom then handed him so cherry bombs, "Let's take the over grown fish down." Roberto nodded as he flew off much to Geppetto's amazement. Sora turned to her, "Actually, I think whales are supposed to be mammals."

Sunspot flew over the whale and dropped the Cherry bombs on him. The other X-Men then proceeded to use the powers to keep the way back until the while went back into the ocean. Xion stated, "He's gone!"

"Where'd he go?!" Sunspot wondered. Sora stated, "He's probably recovering from that first attack. He'll be back soon. We need to reach land... it's the only chance we have against that whale."

"There!" Xion pointed to the shore ahead. Riku nodded, "Alright... let's move this thing." Jamie looked down to see the whale returning, "He's coming back! Hurry!"

"He's trying to get us! Paddle, son!" Geppetto told Pinocchio. Sam got to the other end and blasted them off but in doing so Geppetto fell over board. Sora's eyes widened, "Man over board!"

"Father! Father! Oh, Father!" Pinocchio dived in after him. Kairi called in worry, "Pinocchio! Roberto help them!" He nodded as Sunspot flew back for them. Geppetto told Pinocchio, "Pinocchio, swim for shore. Swim for shore."

"Hang on, Father!" Pinocchio told him as he swam after him. Geppetto told him, "Save... yourself. Pinocchio... save yourself. Don't mind me, son. Save yourself... Pinocchio."

However, Sunspot flew to them, "Neither of you are dying today! Hang on!" He grabbed them both before Monstero could get to them but it was close which sent the three flying to shore. Once everyone joined them, Sora told Bobby, "Ice Man! Finish this!"

"Got it!" He then proceeded to freeze the whale in place. Everyone sighed in relief as Boom-Boom stated, "Man, that was close!" Jiminy nodded, "I'll say... I'm just glad we all made it out in one piece isn't that right Pinocchio?"

No response. Jiminy asked again, "Pinoke?" He then gasped as they saw Pinoke's lifeless body as Jiminy exclaimed, "Pinocchio!" Everyone rushed up to the puppet...

* * *

Later, they returned to Pinocchio's home with his father. They tried everything to help revive him, potions, elixirs, healing spells, and Kairi even tried CPR but nothing they could do could revive the puppet. They all looked down to puppet with tears in their eyes. Geppetto cried, "My boy... brave little boy..."

"This is all my fault, I should have made sure everyone was hanging before I used my powers." Sam blamed himself. Roberto told him, "No, it's my fault. I should have gotten to them quicker."

"Neither of you are to blame. We all did everything we could but...I guess it wasn't enough." Sora told them sadly. Kairi cried on Sora's shoulder as he comfort her. However, Pinocchio wasn't dead just yet as he heard a familiar voice in his head, _"Prove yourself brave, truthful, and unselfish, and someday you will be a real boy. Awake, Pinocchio! Awake!"_

Just then magic shined on him his donkey features were gone and he was no longer a puppet. He got up as he turned to his father as he noticed everyone was crying, "Father! What's everyone cryin' for?"

"'Cause... you're dead, Pinocchio." He replied not even noticing that wasn't the case. He shook head, "No! No, I'm not!"

"Yes, yes, you are. Now lie down..." Geppetto told his son. Eveyone paused at that, say what?! Pinocchio told them, "But, Father, I'm alive. See? And..." He then looked at his hands to see they were no longer made of wood, "And I'm... I'm... I'm real! I'm a real boy!"

Everyone beamed as they realized he was right but none where more happy than he father as he cried with tears of joy, "You're alive! And you are a real boy! A real, live boy!" Everyone cheered for the miracle as Geppetto declared, "This calls for a celebration! Lots of music!"

Everyone beamed as they celebrated as Jubliee whipped the tears from her eyes, "And who says there's no such things as miracles?" Jiminy looked up to the stars as he said, "Thank you, milady. He deserved to be a real boy. And it sure was nice of you to..."

Just the a badge appeared on his shirt the stated, "Official Conscience." Jiminy smiled at that, "Well, I'll be! My, my! Solid gold, too. Oh, I think it's swell!" Sora smiled, "You've earned it, Jiminy!" Xion frowned, "Do you think... someday, I could be real too?"

"Of coarse, Xion!" Jiminy smiled and nodded. Jiminy turned to the rest of the mutants, "And I'll bet one day you all be amazing adults... with a little help from an Official Conscience." Everyone paused at that, as Rahne wondered, "What are you saying?"

"I'm saying that you might need a nudge to do the right thing everyone now and then. And I'd be more than happy to help." Jiminy smiled. Jamie wondered, "But what about the... the...

"World Order? It's okay, I know you all from other worlds." Jiminy told them much to their shock. Everyone gasped, "You do?"

"Yeah, you think you're the first Keyblade wielders that came to visit our world? King Mickey even offered me a place on his conceal." Jiminy told them. "You know King Mickey?" Sora asked in shock. Jiminy nodded, "Yeah, but I turned down his offer. Pinocchio needed me more and now he has a conscience of his very own. He'll do fine with out me. Besides, I'll see him again someday!"

"Well... I'm sure the professor will appreciate the help." Riku stated. Kairi looked to the stars and as music started playing she sang, _"When a star is born... They possess a gift or two..."_ Bobby asked, "Why is she singing? ANd where is that muic coming from?"

"It's another world thing... you get used to it." Sora explained as Kairi continued, _"One of them is this... They have the power to make a wish... come... true..."_ Sora joined her as they sang, _"When you wish upon a star... Makes no difference who you are... Anything your heart desires will come... to... you..."_

 _"If your heart is in your dream..."_ Riku continued as Xion joined in, _"No request is too extreme..."_ The other New Mutants shrugged and joined in, _"When you wish upon a star... As... dreamers... do..."_

 _"Fate is kind... She brings to those who love... The sweet fulfillment of their secret longing..."_ Kairi, Xion, Amara, Tabitha, Rahne, and Jubilee sang. Everyone joined together as they snag the final verse, _"Like a bolt out of the blue... Fate steps in and sees you through... When you wish upon a star... Your dreams... come... true...!"_

Just the Blue magic appeared on more time revealing the Keyhole. Sora turned to Riku and Kairi, "Care to do the honors?" Riku actually spoke up, "Actually, I think Xion should do it..."

"Really? You trust me to get you home?" Xion asked. Riku nodded, "Yeah... sorry for doubting you... I was just worried about my friends." Xion smiled, "It's alright, Riku. I probably would have done the same thing... alright."

Xion summoned her Keyblade as everyone stood by her as Sam told her, "You can do it, Xion!" Xion aimed her Keyblade at the Keyhole and sealed it shut a bright light shined on them as they vanished from the world...

* * *

"Scott... I told you he's got this..." Jean said as she tried to stop Scott from entering the room where Sora and the New Mutants are. Scott struggled, "I... just... want... to.. check... on... him..."

"It hasn't even been five minutes since we left him. Scott!" Jean told him but when he opened the door they saw everyone siting down as they listen to one of Sora's adventures on the other worlds. Jean gave Scott a knowing smirk, "See? I told you he had this."

"Oh, really? Then why is there a girl in an Organization coat and a talking cricket in there with them?" Scott gestured. Jean did a double take and saw Xion and Jiminy with them. Jean stated, "They went to another world didn't they?"

"Looks like it." Scott nodded. Jean sighed, "I'll get the professor..."

* * *

Later that day, the professor read Xion's mind as Sora, Storm, Logan, Scott, Jean, Jiminy and Ben watched near by. One the professor was done, he stated, "Indeed. You do have some of Sora's memories aside your own. I don't sense you have any will hate against us."

"So... she's a clone of Kairi with the memories of Sora." Storm stated. Logan wondered, "How do you think they were able to pull that off?" The proffessor hummed for a minute before asking, "Xion, do you know any members of the Organization that are a telapath like me or Jean?"

"I didn't know anyone did... until know at least." Xion replied. Scott stated, "So, that leaves another mystery." Ben nodded, "Even so, she seem harmless enough."

"Indeed... Xion, I usually offer this school to mutants... however, I have been known to make a few exceptions... would you like to stay and learn here at my school for the gift?" Xion wondered, "If Axel and Roxas come... could they have a place here too?"

"Of course... if they want to." The professor promised. Logan raised an eyebrow, "Even Axel?" The professor nodded, "Indeed. While our first meeting with Axel was... not a found memory. He seemed detected enough to stand up for his friends. Perhaps there's even a way to find the a heart with out Kingdom Hearts."

"Then I'll stay." Xion smiled. Everyone smiled as that as Sora asked, "By the way, how we're the Organization trying to get Kingdom Hearts." Xion replied, "Something about collecting hearts and only our Keyblades could do it... I not sure I get it myself."

"It's alright, Xion. We'll figure out what their up to. You'll be safe here." Jiminy told her. Sora smiled, "Welcome home..."

* * *

Meanwhile with Riku he was talking to Rogue about his day as a man in a brown coat watched them. He stated, "This world... has been connected..."

* * *

Meanwhile, Vexen returned bruised from his battle from the X-Men. The second in command smirked, "Geez, what happened? Don't tell me you we're beaten up by a bunch of kids." He laughed, "I knew you were getting slow for your age."

"SILENCE!" Vexen exclaimed as Xigbar continued to laugh...

* * *

Meanwhile, Roxas and Axel sat on top of the clock tower eating sea-salt ice cream. Roxas wondered, "Where's Xion? She's never been this late." Axel frowned as he told Roxas, "Where ever she is... I sure she's fine. She just probably had a long day on her mission."

"Oh...yeah, your probably, right..." Roxas nodded as he proceeded to eat his ice cream as they continued to watch the sunset. Axel looked up to the sky above, and thought, _"Whichever world you're on, I hope you be safe... Xion."_

* * *

Meanwhile, in Castle Oblivion, a blonde teenage girl dress in white was drawing with her color pencils. Once she was finished she smiled as she observed her work. It was a picture of the X-Men, New Mutants, as well as Roxas, Xion, Axel, and herself all holding hands... perhaps some day her dreams could come true as well...

* * *

 **And that will conclude today's chapter. Xion's now about of the Xavier Institute and Jiminy will be their out aloud Conscience. Cool, huh? Plus a quick look at** **Saïx, Xigbar, Ansem the seeker of darkness, and Naminé. With Vexen as the main villain of this chapter. All good things... I suppose you think the next chapter will be based on the second episode then since that's what I usually do with this series... that is where you're wrong. Next chapter, two strange droids appear on Earth and say they have message for Obi-Wan and plans containing a weapon of mass destruction which they must get to the rebellion. With Ben's guidance the X-Men's war against the Empire begins now with the help of a fall Jedi, a long lost twin brother, a Smuggler, a Wookie, and a Princess of a fallen world can they hope to get the plans to the Rebellion in time...and in one piece? Or will the all be victims to the ultimate weapon next the X-blade and Infinity Stones... the Death Star. Plus, the X-Men's first confrontation with the man who murdered Sora's father... Darth Vader! I hope you enjoyed the chapter. Be sure leave a review and if you haven't already be sure to follow and fav. as well! See you next time!**


	4. Chapter 3: A New Hope

**I don't own Kingdom Hearts or X-Men Evolution. They belong to Square Einx, Disney, Marvel, and Cartoon Network. And here it is the moment you all been waiting for and only a few weeks before the Last Jedi comes to Theaters. Alright with out further deal let's reply to the reviews.**

 **ajjr12: Maybe... and no... but this dosne't mean this isn't the last we'll see of him.**

 **TheWolfHeadset: Glad you enjoyed the Chapter!** **Naminé will have he chance to shine...**

 **star war fan: Could you please repeat the question, I'm not sure what your asking.**

 **sokai fan: He'll learn around the same time... but the events won't exactly go as the same as the game.**

 **x man fan: Are you talking about the New Mutants? Yiu really need to check your spelling, I'm having a hard time trying to understanding what our asking?**

 **lyokoMARVELanime: Glad you love the intro with Xion to the others in the last chapter. Don't worry she won't have a sad ending like in 358/2 days. Sorry, the Star Wars Rebel characters are not canon in this. Sorry. If you very played the Force Unleashed games. That's the canon in this. Well, not the dark alternate endings but you know, the light endings. Plus, they fit better in Prince of Arendelle where I pair Sabine with Riku and well you saw how Wasp reacted when Spidey talked about Lightning or how she puts it, "She-Wolverine" in the author note of Avengers academy how will Rogue react to see Riku flirting with Sabine? That will not end well. Well, I hope you enjoy this chapter, it's funny how we did the Pinocchio worlds about the exact same time, huh?  
**

 **NanjaFang1331: Thank you!**

 **Guest: Yes, actually. There's even a few in this one.**

 **GREAT CELESTIAL-DRAGON: Thanks for understanding and yes, we will been seeing Cad Bane in this. And he wants to settle the score with Skywalker. And I'm sure you'll enjoy this chapter. And of course since it woundn't make since to have Luke and Leia older than him when their triplets. And I have such big plans with this season. The team up with Lara Croft, the return of the battle droids, and the attack of the... oh... don't want to spoil to much here. And btw, I'm not saying Motorcity will be in this, I'm saying that there's a chance for a Maui reference at Olympus C** **oliseum and how motorcity won't be in here. Never watched that show. And of corase I'll have Jack in here. If not in this season then definitely the next one. And yes, Boba and Bane aren't the only ones after Sora but the Merc with the Mouth as well. I pray they keep their sanity with him around...**

 **marvel fan: Okay, this one I understood... btw, I'm assuming that your also star war fan and x man fan. If not, sorry. My mistake. Anyways, Black Panther will be based on Earth's Mightiest Heroes show. That 's what I picture what his Kingdom would be like.**

 **inhumans fan: They might appear but Sora won't take Lockjaw as a pet.**

 **magento fan: That's acttaully a great question. Well, like the cannon Magento was born and raised Jewish but for the purpose of the story when he met Peitro and Wanda's mother he converted to Christian to be with her. It's been done. So, Sora will be a** **Christian in this. He will be excited to see Santa in this as for the second question, well, that's only half true ( Vanitas appears slowly behind the corner before disappearing again) But that's for a later day.**

 **disney movie fan: Defiantly not! Sorry, that's really not happening. There are so much better movies than the ones the appear on Disney Channel...**

 **big hero six fan: Actually, it'll be based on the movie than the TV series. And now, Sora seen so much more mind blowing technology than what's in Big Hero Six. Plus Tony could probably invent half of those things in his sleep if he wanted too. So, no there will be no since that breaks the laws of since.**

 **Well, with that out of the way... let's start this... in a long time a go... in a galaxy far far way... I guess that wouldn't be acuart here so in a recent time ago... in a galaxy not so far far away...lol...**

* * *

Chapter 3: A New Hope

Somewhere, deep into the universe, the yellow planet of Tatooine emerges from a total eclipse, her two moons glowing against the darkness. Just then, a tiny silver spacecraft, a Rebel Blockade Runner firing lasers from the back of the ship, races through space. It is pursed by a giant Imperial Star Destroyer. Hundreds of deadly laser bolts streak from the Imperial Star Destroyer, causing the main solar fin of the Rebel craft to disintegrate...

* * *

Inside the ship, An explosion rocks the ship as twodroids, R2-D2 and C-3PO struggle to make their way through the shaking, bouncing passageway. Both droids were old and battered. R2 is a short, claw-armed tripod. His face is a mass of computer lights surrounding a radar eye. C-3PO, on the other hand, is a tall, slender robot of human proportions. He has a gleaming bronze-like metallic surface of an Art Deco design. Another blast shakes them as they struggle along their way. C-3PO turned to his oldest friend, "Did you hear that? They've shut down the main reactor. We'll be destroyed for sure. This is madness!"

Rebel troopers rush past the robots and take up positions in the main passageway. They aim their weapons toward the door. C-3PO muttered, "We're doomed!" The little R2 unit makes a series of beeping that only another droid could understand. Threepio said sadly, "There'll be no escape for the Princess this time."

Artoo continues making beeping sounds. Tension mounts as loud metallic latches clank and the scream of heavy equipment are heard moving around the outside hull of the ship, "What's that?"

* * *

The Imperial craft has easily overtaken the Rebel Blockade Runner. The smaller Rebel ship is being drawn into the underside dock of the giant Imperial starship...

* * *

The nervous Rebel troopers aim their weapons. Suddenly a tremendous blast opens up a hole in the main passageway and a score of fearsome armored Stormtroopers make their way into the smoke-filled corridor. In a few minutes the entire passageway is ablaze with laserfire. The deadly bolts ricochet in wild random patterns creating huge explosions. Stormtroopers scatter and duck behind storage lockers. Laserbolts hit several Rebel soldiers who scream and stagger through the smoke, holding shattered arms and faces.

An explosion hits near the droids, "I should have known better than to trust the logic of a half-sized thermocapsulary dehousing assister..." Artoo counters with an angry rebuttal as the battle rages around the two droids.

As the Stormtoopers moved the dead bodies of friend and foe aside, the Dark Lord of the Sith makes his way into the blinding light of the main passageway. This is Darth Vader, right hand of the Emperor. His face is obscured by his flowing black robes and grotesque breath mask, which stands out next to the fascist white armored suits of the Imperial Stormtroopers. Everyone instinctively backs away from the imposing warrior and a deathly quiet sweeps through the Rebel troops.

Several of the Rebel troops break and run in a frenzied panic...

* * *

The rebel princess hand puts a card into an opening in Artoo's dome. Artoo makes beeping sounds. Threepio stands in a hallway, somewhat bewildered. Artoo is nowhere in sight. The pitiful screams of the doomed Rebel soldiers can be heard in the distance. The golden droid called out to him, "R2! R2-D2, where are you?"

A familiar clanking sound attacks Threepio's attention and he spots little Artoo at the end of the hallway in a smoke-filled alcove. A beautiful young girl about fifteenth years old stands in front of Artoo. Surreal and out of place, dreamlike and half hidden in the smoke, she finishes adjusting something on Artoo's computer face, then watches as the little robot joins his companion, "At last! Where have you been?"

Stormtroopers can be heard battling in the distance as the golden droid gasped, "They're heading in this direction. What are we going to do? We'll be sent to the spice mine of Kessel or smashed into who knows what!" Artoo scoots past his golden friend and races down the subhallway. Threepio chases after him asking, "Wait a minute, where are you going?"

Artoo responds with beeps...

* * *

Meanwhile, Darth Vader stands amid the broken and twisted bodies of his foes. As he grabs a wounded Rebel Officer by the neck as an Imperial Stromtrooper rushes up to the Dark Lord, "The Death Star plans are not in the main computer. " Vader's hand tightened the neck of the Rebel Officer, as he demanded, "Where are those transmissions you intercepted? What have you done with those plans?"

The captain chocked up, "We intercepted no transmissions. This is a consular ship. We're on a diplomatic mission." Vader's gripped tightened, "If this is a consular ship, where is the ambassador?"

However, Vader killed him before he could say anything else. In a fit rage, Vader threw the dead Captian to the other side of the room. The Sith Lord turn to the Stromtroopers, "Commander, tear the ship apart until you found those plans and bring me the passengers! I want them alive!" With that the Stormtroopers went off in different directions to find any passengers...

* * *

The lovely young girl huddles in a small alcove as the Stormtroopers search through the ship. Her name is Princess Leia Organa, a member of the Alderaan Senate. The fear in her eyes slowly gives way to anger as the muted crushing sounds of the approaching Stormtroopers grow louder. One of the troopers spots her, "There's one! Set for stun!"

Leia steps from her hiding place and blasts a trooper with her laser pistol. She starts to run but a Stormtooper manger blaster with the stunner. The troopers inspect her inert body, "She'll be all right. Inform Lord Vader we have a prisoner."

* * *

Meanwhile, Artoo stops before the small hatch of an emergency escape pod. He snaps the seal on the main latch and a red warning light begins to flash. The stubby astro-robot works his way into the cramped four-man pod. C-3PO was against this, "Hey, you're not permitted in there. It's restricted. You'll be deactivated for sure.."

Artoo beeps something to him. Threepio replied, "Don't call me a mindless philosopher, you overweight glob of grease! Now come out before somebody sees you." Artoo whistles something at his reluctant friend regarding the mission he is about to perform. C-3PO asked, "Secret mission? What plans? What are you talking about? I'm not getting in there!"

Just then, a new explosion, this time very close, sends dust and debris through the narrow sub hallway. Flames lick at Threepio and, after a flurry of beeping from Artoo, the lanky escape jumps into the escape pod, "I'm going to regret this." With that R2 launched the escape pod...

* * *

On the main view screen of the Stardestroyer, the escape pod carrying the two Droids speeds away from the stricken Rebel spacecraft. One of the men aimed the turrets for it, "There goes another one." Just then the Captian ordered, "Hold your fire. There are no life forms. It must have been short-circuited."

* * *

Meanwhile in the escape pod, R2 and C-3PO look out at the receding Imperial Star Destroyer. Stars circle as the pod rotates through the galaxy as Threepio admitted, "That's funny, the damage doesn't look as bad from out here."

Artoo beeps an assuring response as C-3PO asked, "Are you sure this thing is safe?" As the pod flew it fell into a worm hole before vanishing from this part of the universe...

Meanwhile, on the captured ship, Princess Leia is led down a low-ceilinged hallway by a squad of armored Stormtroopers. Her hands are bound and she is brutally shoved when she is unable to keep up with the briskly marching troops. They stop in a smoky hallway as Darth Vader emerges from the shadows. The sinister Dark Lord stares hard at the frail young senator, but she wasn't afraid of him, "Lord Vader, I should have known. Only you could be so bold. The Imperial Senate will not sit for this, when they hear you've attacked a diplomatic...

"Don't play games with me, Your Highness. You weren't on any mercy mission this time. You passed directly through a restricted system. Several transmissions were beamed to this ship by Rebel spies. I want to know what happened to the plans they sent you." Vader demanded. Leia lied as she glared at him, "I don't know what you're talking about. I'm a member of the Imperial Senate on a diplomatic mission to Alderaan..."

"You're a part of the Rebel Alliance... and a traitor. Take her away!" Vader ordered. Leia is marched away down the hallway and into the smoldering hole blasted in the side of the ship. An Imperial Commander turns to Vader, "Holding her is dangerous. If word of this gets out, it could generate sympathy for the Rebellion in the senate."

"I have traced the Rebel spies to her. Now she is my only link to find their secret base!" The Sith Lord told him. The commander pointed out, "She'll die before she tells you anything."

"Leave that to me. Send a distress signal and then inform the senate that all aboard were killed!" He ordered. Another Imperial Officer approaches Vader and the Commander. They stop and snap to attention, "Lord Vader, the battle station plans are not aboard this ship! And no transmissions were made. An escape pod was jettisoned during the fighting, but no life forms were aboard."

Vader turns to the Commander, "She must have hidden the plans in the escape pod. She might have even given to droids. Send a detachment down to retrieve them. See to it personally, Commander. There'll be no one to stop us this time." Vader ordered. The commander nodded, "Yes, sir." The Imperial Star Destroyer comes over the surface of the planet Tatooine unaware that the droids they were looking for were not on that world at all...

* * *

As Xion tried on another new outfit, Kitty asked, "So, let me get this straight... You were nothing but the same exact clothes for as long as you know." Xion nodded, "That's right." Kitty, Jean, Kairi, and Rogue all agreed to go with Xion get get some clothes from the mall when they found out all her clothes were nothing by Organization coats, pants, and boots. Jean added, "And same kind of underwear?"

"Honestly, I had no idea that we could wear other outfits." Xion replied. Kairi smiled, "Well, look at it this way, when your with us, you can get as many kind of clothes as you want." Xion nodded as she grabbed a stripper outfit, "What about this one?"

"Anything but THAT!" Rogue exclaimed as she put the clothes back. Kairi wondered, "Why would anyone sell that here?" The X-girls shrugged as Jean handed her the next pair of clothes to try, "Here, try this."

"Where's Sora, Scott, Kurt, and Evan? Didn't they come with us?" Xion asked. Kitty answered as Xion entered the booth, "They're at the video game store, guys don't really care about clothes so much."

* * *

Meanwhile, Evan picked the latest Tony Hawk game as Kurt asked, "Man, can't you pick up anything other than skateboarding?" Evan shrugged, "What can I say? I'm a big fan... so what are you getting?"

"The latest Legend of Zelda game... gotta love the classics." Kurt replied as he showed him the game. Scott replied, "Same here... I'm getting the latest Ratchet and Clank. What about you, Sora?" Sora smiled, "Injuste 2... I've been excited for this one since the last injustice game."

"You love your DC comics, don't you?" Scott joked. Sora shrugged as he whispered quietly, "Hey, if I'm going to be a superhero to represent the X-Men... then I might as well learn from the best... even in fighting games." Scott smiled and nodded as they heard something. Sora wondered, "What was that?"

"Don't know..." Evan shrugged as Sora closed eyes as and focased on the Force before stating, "Something's entered the Earth's atmosphere..."

"You better check it out." Scott told him as Sora handed him the video game he was buying and ran out of the mall as he changed from his casual clothes to his Samurai Key uniform when no one was looking. He then flew up to the sky where he saw the escape pod heading right for the store. He told himself, "Gotta take this thing somewhere were no one can get hurt." Sora used the Force to catch the escape pod and moved it away from the mall as he tried to find a suitable place for it to land...

* * *

Meanwhile, at the Xavier school for the gift, Logan had just returned from riding his motorcycle. As he removed his helmet, he was about to put his bike away when he smelt something coming in fast. He looked up to see Sora guiding the escape pod to lower ground near the mansion. As Sora touched down on the ground, he landed the pod on the ground where he took a deep breath, Logan ran up to him, "You okay there, spiky?"

"Yeah... sensed this thing come in our atmosphere when I was with the others. Had to put it somewhere were it wouldn't hurt anyone but..." Sora started as he took deep breathes. Logan nodded, "You had to put it someone where no one would draw suspicion that we ain't alone in the universe... I get it kid... So, what's this thing supose to be anyway and what's inside?"

Just the doors began to open as Sora stated, "I gotta feeling we're going to find out." Sora summoned his Keyblade as Logan popped out his claws. As the ramp came down and two droids came out. C-3PO raised his hands up, "Don't hurt us, we surrender!" Sora and Logan put away their weapons as they saw they weren't a threat but Logan raised an eyebrow, "Robots?"

"I beg your pardon? I am C-3PO: Human Cyborg Relations. I am no mere robot as you so simply put it and neither is R2 for that matter I am a highly sophisticated protocol droid. And I... wait! What are you doing!?" Sora started knocking on his golden plating as the droid argued, "Stop that! I insist that you desist!" Logan rolled his eyes as Sora could be such a kid at times. The droid next to him beeped as if he were laughing as Sora breathed, "You really are robots."

"I am not a simple robot!" The droid argued. Sora shook his head, "Sorry... it's our world has really seen completed ro... droids before you came to our world." C-3PO then nodded, "Oh, I see...So, um... what are you going to do with us?"

"Well... nothing. It looks like you two have been through allot. Would you like to stay here for them moment." Sora asked. C-3PO beamed at that, "You want to help us? Oh, thank the maker!"

"How'd you two get all the way out here, anyways?" Sora asked. C-3PO replied, "Well... our ship was attacked so we managed to stole away one an escape pod. We were going to land on the planet below us but some how we ended up in a wormhole instead and came here. As a matter of fact, I'm not even sure which planet I'm on."

"Well, you've landed on the only planet with life in this solar system." Sora explained. C-3PO nodded, "I see, sir."

"Uh, you can call me Sora and this is Logan." Sora introduced as he remove his hood and mask. Threepio nodded, "I see, sir Sora." Sora laughed, "Just Sora." Threepio nodded as he once again introduced himself, "And I am C-3PO: Human Cyborg Relations, and this is my counterpart, R2-D2."

"Hello." Sora smiled as R2 beeps in response. Logan observed them as he stated, "It looks like you two have seen a lot of action." C-3PO nodded, "With all we've been through, sometimes I'm amazed we're in as good condition as we are, what with the war against the Empire and all." Both Logan and Sora paused at that, the Empire? Sora turned the C-3PO, "There's a war going on against the Empire?!"

"That's how we came to be in your service, if you take my meaning, sir." C-3PO nodded as Sora asked, "Have you been in many battles?" C-3PO nodded, "Several, I think. Actually, there's not much to tell. I'm not much more than an interpreter, and not very good at telling stories. Well, not at making them interesting, anyways..."

"In that case, we need to get the rest of the X-Men down here. Ben including. They'll want to hear this." Logan stated as he turned to inside as Sora noticed something on R2, "Hold on... I think R2 got something jammed into him... hold on... let me..."

The fragment breaks loose with a snap, sending Sora tumbling head over heels. He sits up and sees a twelve-inch three-dimensional hologram of Leia Organa, the Rebel senator, being projected from the face of little Artoo. The image is a rainbow of colors as it flickers and jiggles in the dimly lit garage. Sora's mouth hangs open in awe, as the girl looked like someone close to him, "Mom?"

 _"Help me, Obi-Wan Kenobi. You're my only hope."_ The recording stated. Sora turned to the droids, "What's this?"

Artoo looks around and sheepishly beeps an answer for Threepio to translate. Leia continues to repeat the sentence fragment over and over, "What is what?! He asked you a question..." He gestured to the hologram of Leia, "What is that?" Artoo whistles his surprise as he pretends to just notice the hologram. He looks around and sheepishly beeps an answer for Threepio to translate. Leia continues to repeat the sentence fragment over and over, _"Help me, Obi-Wan Kenobi. You're my only hope. Help me, Obi-Wan Kenobi. You're my only hope."_

"Oh, he says it's nothing, sir. Merely a malfunction. Old data. Pay it no mind." C-3PO told him. Logan walked up to Sora as he continued to stare at the girl. Logan knew that he'd never look at another girl that way other than Kairi unless, "She looks like your mother, doesn't she?" Sora nodded, "She looks exactly like her." He turned back to the droids, "Who is she?"

"I'm afraid I'm not quite sure, sir." Threepio admitted as the message continued, _"Help me, Obi-Wan Kenobi..."_ C-3PO added, "I think she was a passenger on our last voyage. A person of some importance, sir... I believe. Our captain was attached to..."

"Is there more to this recording?" Sora reaches out for Artoo but he lets out several frantic squeaks and a whistle. C-3PO told R2, "Behave yourself, Artoo. You're going to get us in trouble. It's all right, you can trust him. He's our new master." Logan muttered, "Just water we need, to robot butlers..."

Artoo whistles and beeps a long message to Threepio, "He says he's the property of Obi-Wan Kenobi, a resident of these parts. And it's a private message for him. Quite frankly, sir I don't know what he's talking about. Our last master was Captain Antilles, but with what we've been through, this little R2 unit has become a bit eccentric." Sora turned to the R2, "If I can get Obi-Wan here...could you play the rest of the message for me?"

"I beg your pardon, sir, but do you know what he's talking about?" C-3PO asked. Sora replied, "He was my father's best friend and he's been looking out for me since I was born... except I mostly knew him as Ben Kenobi." Sora then turned back to the droid, "You wouldn't by any chance know them? Their names are Anakin Skywalker and Padmé Amidala."

R2 paused at that and beeped happily, Threepio looked to him, "You know what he's talking about?" R2 whistled in response as Logan asked, "Alright... what's he saying?"

"Well, it would appear that R2 does in fact does know those names, in fact he belonged to them before Obi-Wan. But I really have no idea what he's talking about." C-3PO replied. Sora beamed, "Really?" Logan sighed, "Alright... I'll call him... better bring the rest of the X-Men as well..."

At the same time Logan went inside, Riku walked out, "Back already... I figured you'd be gone longer..." He turned to R2 and C-3PO, "Uh, why are there robots standing in the front yard." Threepio signed, "Oh... We're going to be getting that allot...aren't we?" R2 beeped in response...

* * *

An half an hour later, Ben along with all the X-Men and the New Mutants all stood in the lower levels. Evan examined the two droids, "Man, this is so cool." Scott turned to Ben and asked, "Then do these droids belong to you."

"Don't seem to remember ever owning a droid however, I do recall Sora's mother and father owning them but for them to arrive here now about all these years. Very interesting..." Kairi wondered, "So, what's these really about Sora?" He replied, "There was a message R2 had for Obi-Wan here. There was this image of this beautiful girl who..."

"Whoa, there Sora... You not seriously thinking of dumping Kairi for another one..." Riku asked. Kairi's eyes narrowed as Sora shook his head in a panic, "What?! No! Kairi...your still the most beautiful girl I know... And I never dump you for any one!" Kairi smiled, "Good... And don't ever forget it."

Sora nodded as Rogue asked him, "You were saying..."

"Well, anyways this girl just so happens to look a lot like my mother." Sora replied as everyone gasped. Jean pointed out, "But... Sora you mother died." Xion offered, "It could be a trap set up by the Orginazation. Like a clone maybe."

"Or it could just be a look-a-like like Vantias...except you know...good..." Kitty added. The professor offered, "Perhaps if we could see this message, we could shed some light on the subject." Ben nodded, "That seems the best coarse of action."

As Ben walked up to the droid Sora continued, "I saw part of the message he was..." Sora was cut short as the recorded image of the beautiful young Rebel princess is projected from Artoo's face stunning every one. Ben smiled, "I seem to have found it."

Everyone stops what they were doing as the lovely girl's image flickers before their eyes, _"General Kenobi, years ago you served my father in the Clone Wars. Now he begs you to help him in his struggle against the Empire. I regret that I am unable to present my father's request to you in person, but my ship has fallen under attack and I'm afraid my mission to bring you to Alderaan has failed. I have placed information vital to the survival of the Rebellion into the memory systems of this R2 unit. My father will know how to retrieve it. You must see this droid safely delivered to him on Alderaan. This is our most desperate hour. Help me, Obi-Wan Kenobi, you're my only hope."_

There is a little static and the transmission is cut short. Old Ben leans back and scratches his beard. Strom wondered, "When you told us of Sora's origins you mentioned an evil Empire. Is this..."

"The same Empire she speaks of?... yes..." Ben nodded. Sora turned to Ben, "So who was she?"

"Her name is Princess Leia Organa. Her father is Sentor Bail Organa. He's one of the few who helped the Jedi, myself including, when Order 66 was issued." Ben explained. Logan added, "And from what it sounds like, he started some kind of Rebellion against that Empire."

"Well, that's good right? I mean we're not like the only ones to fight against the Empire." Kitty asked. Ben nodded, "Yes but Bail was one of the few who knows of your existence Sora. I wounder what was so important, he'd risk his own daughter to get us this information without letting the Empire knowing where we are?"

"Only one what to find out." Sora replied as he turned to R2, "Can you show us?" R2 beeped as an image of a huge round object. Everyone gasped as Jean asked, "What the heck is that?"

"Whatever it is, it's big." Logan stated. C-3PO gasped as he red the data it showed, "Oh my..."

"Gosh, Threepio can you read what it says?" Jiminy asked. C-3PO nodded, "Oh, yes, sir. After all, I'm fluent over 6 million forms of communication."

"Well, what does it say?" Riku asked. C-3PO replied, "Well, according to this, this weapon is called the Death Star. It has enough firepower to destroy an entire planet."

Everyone gasped at that as Kairi wondered, "Why would anyone want to make a planet killer?" Ben replied, "The Empire is ruled by fear. The thought of a planet killer would scare anyone."

"That's why Senator Organa and his daughter were desperate to get this to you, if the Rebellion have any hope in stopping them it's with these plans to find a weakness in the weapon." Scott turned to Ben. He nodded, "Alright, Sora... get whatever you need it's time you meet the Rebellion."

"We're coming too." Jean stated as the X-Men went to Sora's side. Ben warned them, "This isn't some fight with the Brotherhood where you can walk away when you lose the Empire won't hesitate to kill each and every one of you."

"Sounds like my kind of mission." Logan smirked. Scott added, "All the same, we're not going to let you or Sora handle this on your own. The X-Men always stick together." Ben smiled, "Alright...but X-Men only... I don't believe the New Mutants are ready to handle this threat."

"Agreed, and I'm afraid that means you too, Xion." Charles nodded. She smiled, "That's alright... it's been awhile since I had a day off a mission." Jiminy hopped on to the professor's shoulder, "We'll stay here and watch over the other students."

"Alright... X-Men suit up." Scott told everyone...

* * *

Meanwhile an Imperial Stardestroyer heads toward the evil moon sized battle station: the Death Star. Inside, eight Imperial senators and generals sit around a black conference table. Imperial stormtroopers stood guard around the room. Commander Tagge told everyone, "Until this battle station is fully operational we are vulnerable. The Rebel Alliance is too well equipped. They're more dangerous than you realize."

The bitter Admiral Motti twists nervously in his chair as he replied, "Dangerous to your starfleet, Commander, not to this battle station!"

"The Rebellion will continue to gain a support in the Imperial Senate as long as..." Suddenly all heads turn as Commander Tagge's speech is cut short and the Grand Moff Tarkin, governor of the Imperial regions, entered the room. He was followed by his powerful ally, the Sith Lord, Darth Vader. All of the generals stand and bow before the governor as he takes his place at the head of the table. The Dark Lord stands behind him as Tarkin spoke up, "The Imperial Senate will no longer be of any concern to us. I've just received word that the Emperor has dissolved the council permanently. The last remnants of the Old Republic have been swept away."

"That's impossible! How will the Emperor maintain control without the bureaucracy?" Tagge asked. Tarkin replied, "The regional governors now have direct control over territories. Fear will keep the local systems in line. Fear of this battle station."

"And what of the Rebellion? If the Rebels have obtained a complete technical readout of this station, it is possible, however unlikely, that they might find a weakness and exploit it." Tagge pointed out. This time Lord Vader spoke up, "The plans you refer to will soon be back in our hands."

"Any attack made by the Rebels against this station would be a useless gesture, no matter what technical data they've obtained. This station is now the ultimate power in the universe. I suggest we use it!" Motti suggested. Vader turned to him, "Don't be too proud of this technological terror you've constructed. The ability to destroy a planet is insignificant next to the power of the Force."

"Don't try to frighten us with your sorcerer's ways, Lord Vader." Vader began to walk towards Motti as he continued, "Your sad devotion to that ancient religion has not helped you conjure up the stolen data tapes, or given you clairvoyance enough to find the Rebel's hidden fort..." Suddenly, Vader simply raised his hand as Motti chokes and starts to turn blue under Vader's power, "I find your lack of faith disturbing."

"Enough of this! Vader, release him!" Tarkin ordered. Vader nodded, "As you wish." He released him allow Motti to breath as Tarkin told everyone, "This bickering is pointless. Lord Vader will provide us with the location of the Rebel fortress by the time this station is operational. We will then crush the Rebellion with one swift stroke."

* * *

Soon everyone was suited up for the trip, Sora and Ben stood alongside the X-Men's Wolverine, Storm, Cyclops, Jean, Nightcrawller, Shadowcat, Rogue, Spyke, Riku, and Kairi as well as R2 and C-3PO. Sora turned to Ben, "So...to Alderaan then..." Ben nodded, "Yes... but first we need to make a quick stop."

"Okay... but where?" Sora asked. Ben just told him, "Close your eyes and I'll guide you... You just make sure we get there." Sora nodded as he summoned his Keyblade. Ben placed his hand on Sora's shoulder and Sora raised his Keyblade. Light swirled around the Keyblade and with a flash of light, the X-Men vanished from their world...

* * *

Soon, they reappeared on a whole new world, Sora opened his eyes and observed the area. Scott muttered, "Man, this place is a desert. Where are we anyways?" Ben replied, "Welcome to Tatooine. This is the home world of Sora's father... where we first met Anakin..."

"Really?!" Sora said in amazement. Kitty just looked around, "Cool... so why are we coming here? Does Sora have some blood relatives that he doesn't know about?"

"Yes, actually." Ben admitted. Storm turned to him, "If that is true... then why bring him to Earth instead of here with his family?" Ben turned to him, "I'll explain in a minute... first we need to met with an old friend of mine and your father's. She should be close."

After a few mintues of walking through, the desert Sora spoke up, "This is where you met my dad... what was he like when you first met him?" Ben replied, "To tell you the truth... he was very much like you... except he was born a slave along with his mother."

"Man, that must of sucked..." Evan stated. Kairi assumed, "But you freed him, right?"

"My master did... he saw much potential with him and was about to free him and get the parts we needed for our ship... it wasn't easy but if it wasn't for him... we'd still be stuck here." Ben replied as he smiled at the good times. C-3PO muttered, "How did I get into this mess? I really don't know how. We seem to be made to suffer. It's our lot in life. I've got to rest before I fall apart. My joints are almost frozen. What a desolate place this is."

"Ugh, will, you quit your complaining already, bub." Wolverine growled. Kairi smiled, "Relax, Threepio, It'll be okay... once we get home, we'll give you a nice oil bath you keep talking about."

"Oh, thank you, Miss Kairi." Threepio turned to her. She giggled, "You're welcome." Ben smiled, "Ah, here we are." The X-Men turned to see a small, spartan hovel out side they say a alien woman training a blond boy as he deflect blast from a droid using a green lightsaber. Sora beamed, "Another Jedi...cool!"

"Very good, Luke... keep focus... if your going to fight the Empire one day then you need to stay..." The woman mentored until she felt a familiar presence she turned to Ben and smiled, "Obi-Wan..." Luke paused at that, "Huh?"

Just then the training droid shocked him, "Ow! Okay... I get it... staying focus!" The woman turned to Luke, "It's okay, Luke... that's enough training for today." Luke deactivated his lightsaber causing the droid to stop as the woman walked up to Obi-Wan, she smiled, "It's so good to see you again, Master Kenobi..."

"Hello, Ashoka..." He greeted her with a hug, "It's been a long time." She smiled and nodded, "So, you weren't too hard on the kid were ya?" She turned to see Sora and the others, "Um... Obi-Wan... Who?"

"Ashoka... I want you to meet the X-Men. The people who took Sora in. Logan, Ororo, Scott, Jean, Kurt, Kitty, Evan, Rogue, Riku, and Kairi." Ben smiled as he gestured to them. She smiled, "Oh, well then... It's nice to meet you, I'm Ashoka Tano. Now, which one of you is Sora?" Sora raised his hand as she turned to him, "Amazing... you looks allot like him."

"You knew my father?" Sora asked. She smiled, "He was my master when I was not much younger than you. I've seen you since birth." Luke then walked up to them, "Um... master? Who are these people?"

"Luke... this is Obi-Wan Kenobi..." She gestured to Ben. Luke confused look turned into a smile as he gave a polite bow, "Oh, Master Tano has said allot of things about you, Master Kenobi... it's a honor to finally met you in person."

"So, your training to be a Jedi too?" Sora asked. Luke turned to Sora, "Too? So, Master Kenobi has been training you to become a Jedi as well. I gotta say, it nice to meet another Jedi learner, my age even. The name's Luke."

"Nice to meet you, LUke. My name is Sora." Sora smiled as they shook hands. Luke wondered, "So, what inspired you to be a Jedi?"

"My dad was one." Sora smiled. Luke beamed, "Really? Mine too?"

"Seriously? That's awesome!" Sora beamed. Luke asked, "So, who was your father?"

"Anakin Skywalker... who was your father?" Sora asked eagerly. Luke paused at Sora's answer before answering, "Anakin Skywalker." Everyone was shocked by this information and turned to the two Jedi for an explanation. Ashoka smiled sheepishly, "I guess we should probably tell them."

"Sora, meet Luke... your twin brother." Ben introduced as Sora and Luke stared at eachother, "Wha...?! I HAVE BROTHER?! YOU'RE MY BROTHER?!" Evan exclaimed, "Okay... now I'm even more confused.""Yeah, why didn't you tell that Sora had a twin brother?" Rogue asked. Scott added, "Yeah, and why did you separated them? Brothers should stick together!"

"Yeah, and I'm pretty sure my mother wouldn't approve of this." Sora and Luke said at the except same time. They turned to eachother in shock, as Kairi smiled, "Yeah, they're related alright."

"And she wouldn't of but it was for your own good." Ben told them. Ashoka told them, "The Force is strong in the both of you. Think how much easier it would be for Vader to find you." Sora and Luke realized that and frowned, "Well... that stinks..." They turned to eachother, "We did it again!"

They laughed at that as Luke beamed as they hugged, "I always wanted a brother!" Sora replied, "Me too! Well, I guess I got Pietro... but he hates me." Luke wondered, "Does this mean you and I are exactly alike?"

"I suppose so?" Sora shrugged. Rogue groaned, "There not going to break out into song here are they?" Luke replied, "Only one way to know for sure, on the count of three name your favorite thing to do by yourself. Don't think about it just name it." Sora nodded, "Okay." Luke counted, "One, two, three..."

"Flying!" They all exclaimed. Much to everyone's' shock, Sora asked, "Favorite fighting style?"

"Sword combat!" Everyone exclaimed much to their shock. Luke decided on more question, "When going to other worlds, what's the first thing you want to do?"

"Make friends!" They exclaimed once more. Luke was shocked, "What?!" Sora beamed, "Did we just become best friends?"

"Yep!" Luke nodded. Sora replied, "Does this mean we're going to defeat the Empire together?"

"Yep!" Luke nodded. The Skywalker brothers beamed, "Yahoo! High five!" They high five eachother. Kitty turned Rogue, "No random songs. Looks like we're good."

"So, what brings everyone here?" Ashoka asked. Ben gestured to R2 as Ashoka beamed, "R2?" Artoo beeped happily. Ahsoka ran forward and gave the droid an affectionate pat on the head, "Hey, Artoo, it's so good to see you again! I didn't even know you were still functional!" She then turned to Threepio, "Threepio? You're here too?"

"Uh...I'm sorry, Miss... but I don't..." C-3PO replied as Ashoka replied, "Oh, that's right... we wiped out your memories." C-3PO was shocked by this, "Wipe my memories? Why would you do this?"

Artoo whistled in response, causing Threepio to exclaim, "WHAT DO YOU MEAN I'M A BIG BLABBERMOUTH, YOU BUCKET OF BOLTS?!" Everyone laughed at that as Ashoka turned to R2, "So, what brings you, Obi-Wan, and Sora here?"

* * *

 _"...Help me, Obi-Wan Kenobi, you're my only hope."_ Leia finished as the message ended. Ashoka stated, "That's not good." Luke turned to Scott, "What exactly is one this little droid?" Scott replied, "Plans to a weapon killer."

"That sounds bad." Luke stated. Sora nodded, "We know, we're going to Alderaan to give these to her father in hopes of finding a weakness. So, you in?" Luke smiled, "I've siting here doing nothing but training and farming my whole life... of coarse, I'm in."

"So am I." Ashoka nodded. Ben wondered, "What about Luke's Aunt and Uncle?" Luke frowned as Ashoka replied, "They were killed by stromtroopers days ago, looking for the same droids you have."

"I'm so sorry." Sora told his brother. Luke told him, "Don't be. It's not your fault."

Jean turned to Ben, "So, where to now?" Ben smiled, "We need a ship to get us there."

* * *

Meanwhile, an Imperial TIE fighter races toward the Death Star. Inside, two stormtroopers open an electronic cell door and allow several Imperial guards to enter. Princess Leia's face is filled with defiance, which slowly gives way to fear as a giant black torture droid entered the cell, followed by Darth Vader, "And, now Your Highness, we will discuss the location of your hidden Rebel base."

The torture droid gives off a steady beeping sound as it approaches Princess Leia and extends one of its mechanical arms bearing a large hypodermic needle. The door slides shut and the long cell block hallway appears peaceful. The muffled screams of the Rebel princess are barely heard...

* * *

The Landspeeder was cramped with everyone in it zooms across the desert. The speeder stops on a bluff overlooking the spaceport at Mos Eisley. It is a haphazard array of low, grey, concrete structures and semi-domes. A harsh gale blows across the stark canyon floor. They stopped as Ben gestured to the city below them, "Mos Eisley Spaceport. You will never find a more wretched hive of scum and villainy."

"Hump, my kinda place... They better have beer here." Logan stated. Ben added, "We must be cautious." Ben looks over to the others, who gives the old Jedi a determined smile. Once inside the city, the speeder is stopped on a crowded street by several combat-hardend Stormtroopers who look over the two droids. A Trooper questions Luke, "How long have you had these droids?"

"About three or four seasons." Luke lied as Sora added, "They're for sale if you want them." The Stormtrooper told them, "Let me see some identification." Everyone but Ashoka and Ben becomes very nervous at that as Logan made his hand to a fist ready to pop his claws while Ben speaks to the Trooper in a very controlled voice, "You don't need to see our identification."

"We don't need to see their identification." The Commander repeated. Ben waved his hand, "These aren't the droids your looking for."

"These are not the droids we're looking for." The Commander repeated. Ben waved his head, "They can go about their business.

"You can go about your business." The trooper repeated as Logan eased up. Ben turned to Luke as he added, "Move along."

"Move along. Move along." The Stromtooper told them. The speeder pulls up in front of a rundown blockhouse cantina on the outskirts of the spaceport. Various strange forms of transport, including several unusual beasts of burden, are parked outside the bar. A Jawa runs up and begins to fondle the speeder. Threepio muttered, "I can't abide these Jawas. Disgusting creatures."

As Luke gets out of the speeder he tries to shoo the Jawa away, "Go on, go on." Scott wondered, "So, we're those Stormtroopers?" Luke nodded as he turned to the older Jedi, "I can't understand how we got by those troopers. I thought we were dead."

"The Force can have a strong influence on the weak-minded. You will find it a powerful ally." Ben told to both Luke and Sora. Sora stated, "Cool!" Logan smirked, "And if that didn't work... there's always plan B!" He popped out his claws much to Ashoka's and Luke's shock, Storm told him, "Logan, put those away, we should try to avoid attention."

"Do you really think we're going to find a pilot here that'll take us to Alderaan?" Kurt asked. Ben told him, "Well, most of the best freighter pilots can be found here. Only watch your step. This place can be a little rough."

"Don't worry. The X-Men are ready for anything." Scott stated as everyone headed inside. Luke turned to Sora, "So, how come Mr. Logan can popped out knives in his hand." Sora replied, "He's a mutant... most of the X-Men are mutants. They're people born with powers."

"Cool..." Luke nodded. Threepio told Artoo as they followed them inside, "Come along, Artoo." Ben Kenobi and Ashoka lead into the smoke-filled cantina Kairi covered her noise at the smile as she muttered, "I hate smoke." Sora told her, "You better stay by me... I don't like the looks some of the guys here are looking at you." The murky, moldy den is filled with a startling array of weird and exotic alien creatures and monsters at the long metallic bar. One-eyed, thousand-eyed, slimy, furry, scaly, tentacled, and clawed creatures huddle over drinks. Ben moves to an empty spot at the bar near a group of repulsive but human scum. A huge, rough-looking Bartender stopped Sora, Luke and the droids, "Hey! We don't serve their kind here!"

Everyone was still recovering from the shock of seeing so many outlandish creatures, doesn't quite catch the bartender's drift. Sora asked, "Excuse me?" The bartender explained, "Your droids. They'll have to wait outside. We don't want them here."

Sora looks at old Ben, who is busy talking to one of the Galactic pirates. He notices several of the gruesome creatures along the bar are giving him a very unfriendly glare. Sora pats Threepio on the shoulder, "Listen, why don't you wait out by the speeder. We don't want any trouble."

"I heartily agree with you sir." He nodded as Threepio and Artoo go outside and most of the creatures at the bar go back to their drinks. Ben was standing next to furry alien, an eight-foot-tall savage. He is a two-hundred-year-old Wookiee and a sight to behold. Ben speaks to the Wookiee, pointing to Logan several times during his conversation and the huge creature suddenly lets out a horrifying laugh. All the teenage X-Men plus Luke more than a little bit disconcerted and pretends not to hear the conversation between Ben and the giant Wookiee. Sora asked Kairi, "How are you doing?"

"Well, I gotta say this is the most intreasting world we've been on." Kairi admitted. Sora nodded, "Yeah, well, at least Kurt doesn't need to hide himself." Kairi nodded as a large, multiple-eyed Creature gives Sora a rough shove speaking in some alien langage. Sora apologized, "I'm sorry, I don't understand what your saying."

Just then, a short, grubby human join the belligerent monstrosity, "He doesn't like you." Sora apologized, "I'm sorry."

"I don't like you either." He babbled as Kairi asked, "Sir, how much have you been drinking?" However, he didn't pay here attention as his focus was on Sora, "Don't insult us. You just watch yourself. We're wanted men. I have the death sentence in twelve systems."

"I'll be careful." Sora reassured him. He turned away only for the man to pull him back, "You'll be dead!" Sora sighed and tired to play it peacefully, "Look, you and your friend obviously had one too many drinks, so let me buy you something and we can all be on our way..."

Just then, man throw punch at Sora but he caught the fist and threw him to the ground. The alien pulled out a blaster as the bartender panicked, "No blasters! No blaster!" Just then, with astounding agility Luke's lightsaber sparks to life and in a flash an arm lies on the floor. Luke carefully and precisely turns off his lightsaber and replaces it on his belt, "I thought you had it but I thought I'd stick close just in case."

"Thanks." Sora nodded to his twin. Kairi stated, "We should proably move before we end up starting getting even more attention, I don't mean from the drunk. Luke and Sora nodded. Soon, they rejoined the others as Ashoka introduced the others to the Wookie, "This is Chewbacca, he's an old friend of mine. He's first-mate on a ship that might suit our needs."

"Alright... let's hear him out." Scott nodded as the Jedi, Keybladers, and mutants followed the Wookie...

* * *

Threepio paces in front of the cantina as Artoo carries on an electronic conversation with another little red astro- droid. A creature comes out of the cantina and approaches two Stormtroopers in the street, as Threepio muttered, " I don't like the look of this."

* * *

Back in the cantina, strange creatures play exotic big band music on odd-looking instruments as everyone follows Ashoka, Ben, and Chewbacca to a booth where a teenager who looked as old as Scott and Jean is sitting. Han is a tough, roguish starpilot about 17 years old. The man introduced himself, "Han Solo. I'm captain of the Millennium Falcon. Chewie here tells me you're looking for passage to the Alderaan system."

"Yes, indeed. If it's a fast ship." Ben nodded. Han looked to him as if he was joking, "Fast ship? You've never heard of the Millennium Falcon?"

"Should I have?" Ben asked. Han replied, "It's the ship that made the Kessel run in less than twelve parsecs!" Everyone who was new to this galaxy were unsure what that meant but they could only assume that it was fast as Han continued, "I've outrun Imperial starships, not the local bulk-cruisers, mind you.I'm talking about the big Corellian ships now. She's fast enough for you, old man. What's the cargo?"

"Only passengers. Myself, the togruta woman, these teenagers, their two professors, two droids, and no questions asked." Ben relied. Han wondered, "What is it? Some kind of local trouble?"

"Let's just say we'd like to avoid any Imperial entanglements." Ben simply put it. Han smirked, "Well, that's the trick, isn't it? And it's going to cost you something extra. Ten thousand in advance." Everyone's jaw dropped minus Sora, Ben, Logan, and Ashoka. Luke repeated, "Ten thousand? We could almost buy our own ship for that!"

"But who's going to fly it, kid? You?" Han asked. Luke's eyes narrowed, "You bet I could. I'm not such a bad pilot myself! We don't have to sit here and listen..." Everyone nodded in agreement when Sora stopped them as Sora pulled out a bag full of money, "Well... we haven't that much with us. But we could pay you two thousand now, plus fifteen when we reach Alderaan."

Han paused at what Sora was saying as he looked to Sora, "Seventeen, huh?!" Sora nodded as everyone was shocked to see he had that much money on him at the moment. Ben smiled as Sora's negotiation skills as Han smiled, "Okay. You guys got yourself a ship. We'll leave as soon as you're ready. Docking bay Ninety-four."

"Ninety-four. Got it!" Sora nodded as they shook hands on the deal. Just then, he noticed Stormtroopers enter the bar as he stated, "Looks like somebody's beginning to take an interest in your handiwork." Everyone turn around to see four Imperial Stormtroopers looking at the unconscious bodies and asking the bartenders some questions. The bartender points to the booth. Kitty stated, "Okay... time for a quick get away. Everyone, hold on." Everyone did as they were told as Kitty phased everyone outside much to Hans and Chewie's amazement. The stormtroopers look over at the booth but everyone but Han and Chewie are gone. The bartender shrugs his shoulders in puzzlement. Once they were gone, Han smirked to Chewie, "Seventeen thousand! Those guys must really be desperate. This could really save my neck. Get back to the ship and get her ready."

Chewie nodded as he did as he was told and left the bar...

* * *

Luke turned to Sora, "How come you have some much money on you?" Scott wondered, "And for the fact that's alien money." Sora shrugged, "Don't know... my money keeps changing forms were ever I go and plus I'm making even more money since the Heartless and Nobodies showed up."

"Okay, but next time you keep with us before you keep all that money in you pocket." Logan told him. Sora nodded as they began to head for docking bay 94...

* * *

As Han is about to leave, Greedo, a slimy green-faced alien with a short trunk-nose, pokes a gun in his side. The creature speaks in a foreign tongue, "Going somewhere, Solo?" Han put his hands up, "Yes, Greedo. As a matter of fact, I was just going to see your boss. Tell Jabba that I've got his money." Han sits down and the alien sits across from him holding the gun on him, "It's too late. You should have paid him when you had the chance. Jabba's put a price on your head, so large that every bounty hunter in the galaxy will be looking for you. I'm lucky I found you first."

"Yeah, but this time I got the money." Han told him as Greedo told him, "If you give it to me, I might forget I found you." As Han replied he reached quietly for his blaster, "I don't have it with me. Tell Jabba..."

"Jabba's through with you. He has no time for smugglers who drop their shipments at the first sign of an Imperial cruiser." Greedo pointed out. Han argued, "Even I get boarded sometimes. Do you think I had a choice?"

"You can tell that to Jabba. He may only take your ship." Greedo smirked. Han's eyes narrowed, "Over my dead body."

"That's the idea. I've been looking forward to killing you for a long time." Greedo smirked. Han nodded, "Yes, I'll bet you have." Suddenly the slimy alien disappears in a blinding flash of light. Han pulls his smoking gun from beneath the table as the other patron look on in bemused amazement. Han had shot first! Han gets up and starts out of the cantina, flipping the bartender some coins as he leaves, "Sorry about the mess."

* * *

Meanwhile, several TIE fighters approach the Death Star. Inside, Darth Vader reported to Tarkin, "Her resistance to the mind probe is considerable. It will be some time before we can extract any information from her." Just then, an Imperial Officer interrupts the meeting, "The final check-out is complete. All systems are operational. What course shall we set?"

"Perhaps she would respond to an alternative form of persuasion." Tarkin offered. Vader wondered, "What do you mean?"

"I think it is time we demonstrate the full power of this station." Tarkin simply put as Vader nodded. Tarkin turned to the Officer, "Set your course for Princess Leia's home planet of Alderaan." The Officer nodded, "With pleasure."

* * *

back on Tatoonie, four heavily-armed stormtroopers move menacingly along a narrow slum alleyway crowed with darkly clad creatures hawking exotic goods in the dingy little stalls. Men, monsters, and robots crouch in the waste-filled doorways, whispering and hiding from the hot winds. C-3PO and R2 hid in one of them as the golden droid whispered, "Lock the door, Artoo."

"All right, check that side of the street." One of the troopers checks a tightly locked door and moves on down the alleyway, "It's locked. Move on to the next door." The door slides open a crack and Threepio peeks out. Artoo is barely visible in the background. The door opens, Threepio moves into the doorway as he turned to R2, "I would much rather have gone with Master Sora than stay here with you. I don't know what all the trouble is about those plans, but I'm sure it must be your fault."

Artoo makes beeping sounds as Threepio told the droid, "You watch your language!" Kurt teleported to where the dorids are, Sora managed to get us a ride, we're getting out of here." C-3PO nodded, "Thank the maker. We had a few close calls, Kurt." Kurt nodded as he teleported them away...

* * *

As Kurt reappeared with the driods, Luke stated, "That's awesome." Ashoka stated, "Mutants , huh? Intreasting... it reminds me very much of how the Jedi first started out." Ben nodded as Sora stated, "Alright, let's go met up with Han." As everyone walked off Logan stated, "Why do I get the feeling I don't like this Solo, kid." A darkly clad creature moves out of the shadows as they pass and watches them as they disappear down another alley...

Meanwhile, Jabba the Hut and a half-dozen grisly alien pirates and purple creatures stand in the middle of the docking bay, "Come on out, Solo!"

A voice from directly behind the pirates startles them and they turn around to see Han Solo and the giant Wookiee, Chewbacca, standing behind them with no weapons in sight. Han told him, "I've been waiting for you, Jabba."

"I expected you would be." Jabba told him as Han walked up to his boss, "I'm not the type to run."

"Han, my boy, there are times when you disappoint me... why haven't you paid me? And why did you have to fry poor Greedo like that... after all we've been through together." Jabba asked. Han accused, "You sent Greedo to blast me."

"Han, why you're the best smuggler in the business. You're too valuable to fry. He was only relaying my concern at your delays. He wasn't going to blast you." Jabba lied. Han told him, "I think he thought he was. Next time don't send one of those twerps. If you've got something to say to me, come see me yourself."

"Han, Han! If only you hadn't had to dump that shipment of spice... you understand I just can't make an exception. Where would I be if every pilot who smuggled for me dumped their shipment at the first sign of an Imperial starship? It's not good business." Jabba told him. Han told him the samething he told Greedo, "You know, even I get boarded sometimes, Jabba. Do you think I had a choice? But I've got a charter now and I can pay you back, plus a little extra. I just need some more time." Jabba smirked at that, "Han, my boy, you're the best. So, for an extra 20..."

"Fifteen, Jabba. Don't push it." Han told him. As Jabba nodded, "Okay, 15%. But if you fail me again... I'll put a price on your head so big... you won't be able to go near a civilized system." Han smirked, "Jabba... you're a wonderful human being."

* * *

Chewbacca waits restlessly at the entrance to Docking Bay 94. Ben, Luke, and the droids make their way up the street. Chewbacca jabbers excitedly and signals for them to hurry. The darkly clad creature has followed them from the speeder lot. Logan stopped to smell something and turned around to see no one was there. However, Logan knew better, he knew they were being followed. He walked off to join the others as the spy speaks into a small transmitter.

Chewbacca leads the group into a giant dirt pit that is Docking Bay 94. Resting in the middle of the huge hole is a large, round, beat-up, pieced-together hunk of junk that could only loosely be called a starship. Luke stated, "What a piece of junk!" Riku added, "We've been ripped off."

Han Solo comes down the boarding ramp and told them, "She'll make point five beyond the speed of light. She may not look like much, but she's got it where it counts, kid. I've added some special modifications myself." Logan crossed his arms looking unimpressed, Chewbacca rushes up the ramp and urges the others to follow. Han added, "We're a little rushed, so if you'll hurry aboard we'll get out of here."

"We better not have been ripped off." Rogue muttered. The group rushes up the gang plank, passing a grinning Han Solo. Inside the Millennium Falcon, Chewbacca settles into the pilot's chair and starts the mighty engines of the starship. Threepio, and Artoo with Kurt move toward the Millennium Falcon passing Solo as the golden droid greeted, "Hello, sir."

Scott and Strom remained to make sure everyone didn't get left behind...

* * *

Eight Imperial Stormtroopers rush up to the darkly clad creature. The Stromtrooper Commander nodded, "Which way?" The darkly clad creature points to the door of the docking bay. The Commander turned to his men, "All right, men. Load your weapons!"

The troops hold their guns at the ready and charge down the docking bay entrance. Han Solo, Cyclops, and Strom looks up and sees the Imperial Stormtroopers rushing into the docking bay as they ordered, "Stop that ship! Blast 'em!"

Several of the troopers fire at the three as they ducks into the spaceship. Han draws his laser pistol and pops off a couple of shots which force the stormtroopers to dive for safety. Scott blasted some of them before Storm caused a wirl wind cast them off. Storm told them, "I suggest we leave now, captain!" Han nodded as they can on board. The pirateship engines whine as Han hits the release button that slams the overhead entry shut. Han called out, "Chewie, get us out of here!"

The group straps in for take off as C-3PO stated, "Oh, my. I'd forgotten how much I hate space travel." The half-dozen Stormtroopers at a check point hear the general alarm and look to the sky as the huge starship rises above the dingy slum dwellings and quickly disappears into the morning sky. Han climbs into the pilot's chair next to Chewbacca, who chatters away as he points to something on the radar scope. The Millennium Falcon zooms from Tatooine into space. Han frantically types information into the ship's computer, "It looks like an Imperial cruiser. Our passengers must be hotter than I thought. Try and hold them off. Angle the deflector shield while I make the calculations for the jump to light speed."

The Millennium Falcon races away from the yellow planet, Tatooine. It is followed by two huge Imperial Stardestroyers as they opened fired on them. Sora, Luke, Logan, and Ben make their way into the cramped cockpit where Han continues his calculation. He told them, "Stay sharp! There are two more coming in! They're going to try to cut us off!"

"Why don't you outrun them? I thought you said this thing was fast." Logan yelled. Han turned to him, "Watch your mouth, old man, or you're going to find yourself floating home." Wolverine growled at that comment as Han continued, "We'll be safe enough once we make the jump to hyperspace. Besides, I know a few maneuvers. We'll lose them!"

Imperial cruisers fire at the pirateship. The ship shudders as an explosion flashes outside the window. Sora smirked, "Here's where the fun begins!" Ben wondered, "How long before you can make the jump to light speed?"

"It'll take a few moments to get the coordinates from the navi-computer." Han replied. The ship begins to rock violently as lasers hit it. Luke pointed out, "Are you kidding? At the rate they're gaining..."

"Traveling through hyperspace isn't like dusting crops, boy! Without precise calculations we could fly right through a star or bounce too close to a supernova and that'd end your trip real quick, wouldn't it?" Han pointed out. The ship is now constantly battered with laserfire as a red warning light begins to flash. Luke wondered, "What's that flashing?"

"We're losing our deflector shield. Go strap yourself in, I'm going to make the jump to light speed." Han told them. Sora nodded, "Right, c'mon guys." Everyone followed Sora to get to there seats. The galaxy brightens and they move faster, almost as if crashing a barrier. Stars become streaks as the Millennium Falcon makes the jump to hyperspace. The Millennium Falcon zooms into infinity in less than a second...

* * *

Alderaan looms behind the Death Star. Admiral Motti enters the quiet control room and bows before Governor Tarkin, who stands before the huge wall screen displaying a small green planet, "We've entered the Alderaan system."

Vader and two stormtroopers enter with Princess Leia. Her hands are bound, "Governor Tarkin, I should have expected to find you holding Vader's leash. I recognized your foul stench when I was brought on board." Tarken just smirked, "Charming to the last. You don't know how hard I found it signing an order to terminate your life."

"I'm surprised you had the courage to take responsibility yourself." Leia smirked. Tarkin replied, "Princess Leia, before your execution I would like you to be my guest at a ceremony that will make this battle station operational. No star system will dare to oppose the emperor now."

"The more you tighten your grip, Tarkin, the more star systems will slip through your fingers." Leia smirked. Tarkin replied, "Not after we demonstrate the power of this station. In a way, you have determined the choice of the planet that will be destroyed first. Since you're reluctant to provide us with the location of the rebel base I have chosen to test this station's fire power on your home planet of Alderaan." Leia looked to the window to see that very planet in view. Leia pleaded, "No! Alderaan is peaceful. We have no weapons. You can't possibly..."

"You would prefer another target? A military target? Then name the system!" He demanded. He could see Leia hesitation so Tarkin continued, "I grow tired of asking this, so it will be the last time. Where is the Rebel base?!" Leia looked to Alderaan. She didn't want to see the only home and family she ever know to be blown up. She couldn't reveal the alliances base either but that's when she came up with a plan to save both. She signed, "Dantooine. They're on Dantoonie."

Tarkin smirked and looked up to the Sith Lord, "There. You see, Lord Vader? She can be reasonable." Tarkin turned to Motti, "Continue with the operation. You may fire when ready." Leia's eyes widened in horror, "WHAT?!" Tarkin first turned to Leia, "Your far too trusting. Dantoonie is to remote to make an effective demonstration, but don't worry. We will deal with your rebel friends soon enough."

"No!" Leia tired to stop them but was held back by Vader. The techinitions nodded, "Commence primary ignition." A button is pressed which switches on a panel of lights. A hooded Imperial soldier reaches overhead and pulls a lever. Another lever is pulled. Vader reaches for still another lever and a bank of lights on a panel and wall light up. A huge beam of light emanates from within a cone-shaped area and converges into a single laser beam out toward Alderaan. The small green planet of Alderaan is blown into space dust...

* * *

Meanwhile, Ben and Ashoka watches Luke practice the lightsaber with a small "seeker" droid. When Ben, Jean, and Ashoka suddenly turns away and sits down. He falters, seems almost faint. Sora also felt something deactivated his lightsaber. Luke turned to the four as Scott ran up to Jean, "Are you all right? What's wrong?"

Jean nodded, " I'm fine." Ben stated, "I felt a great disturbance in the Force... as if millions of voices suddenly cried out in terror and were suddenly silenced. I fear something terrible has happened." Ashoka nodded, "I've felt it too."

"So have I..." Sora added. Kairi asked, "hey, if you need a break..." Sora shook his head, "No... I'm fine." Ben, Sora, Ashoka, and Jean rubs their foreheads. Then he fixes his gaze on Luke and Sora, "In that case, You'd two better get on with your exercises." Han Solo enters the room, "Well, you can forget your troubles with those Imperial slugs. I told you I'd outrun 'em."

He saw that no one was paying attention to him as Luke and Sora were once again practicing with their lightsabers. Han muttered, "Don't everyone thank me at once." Threepio watches Chewbacca and Rogue who are engrossed in a game in which three-dimensional holographic figures move along a chess-type board. Han stated, "Anyway, we should be at Alderaan about oh-two-hundred hours."

Chewbacca and Rogue sat around the lighted table covered with small holographic monsters. Each side of the table has a small computer monitor embedded in it. Chewbacca seems very pleased with himself as he rests his lanky fur-covered arms over his head. Kurt beamed, "Cool! Hey, could I play winner!"

"Sure, whatever, now let us concentrate." Rogue re[plied as she thought to herself before making her move. This caused one of the holographic creatures to walk to the new square. Rogue smirked as sudden frown crosses Chewbacca's face and he begins yelling gibberish at the tiny robot. Threepio intercedes on behalf of his new companions and begins to argue with the huge Wookiee, "He made a fair move. Screaming about it won't help you."

"Let him have it. It's not wise to upset a Wookiee." Han told them. Threepio stated, "But sir, nobody worries about upsetting a droid." Rogue added, "Or me."

"That's 'cause neither humans or droids don't pull people's arms out of their socket when they lose. Wookiees are known to do that." Han told them causing everyone to turn to Han in shock. Kitty asked, "He's joking... right?

"Just to be safe, I suggest a new strategy, Rogue. Let the Wookiee win." C-3PO told her as she nodded in agreement. Chewbacca smirked as he growled. Sora and Luke stood in the middle of the small hold area side by side as their humming lightsabers is held high over their heads. Ben watches him from the corner, studying his movements. Han watches with a bit of smugness as Ben told them, "Remember, a Jedi can feel the Force flowing through him."

"You mean it controls your actions?" Luke asked. Ashoka admitted, "Partially. But it also obeys your commands." Suspended at eye level, about ten feet in front of Luke and Sora, a "seeker", a chrome baseball-like robot covered with antennae, hovers slowly in a wide arc. The ball floats to one side of the youth then the other. Suddenly it makes a lightning-swift lunge and stops within a few feet of Luke's face. Luke doesn't move and the ball backs off. It slowly moves to Sora, then makes another quick lunge, this time emitting a blood red laser beam as it attacks. Sora dodges as it hits Luke in the leg causing him to tumble over. Han lets loose with a burst of laughter as Sora apologized as he helped his brother up, "Oh, sorry, Luke."

"Hokey religions and ancient weapons are no match for a good blaster at your side, kids." Han told them. Sora and Luke turned to him as Sora asked, "You don't believe in the Force, do you?"

"Kid, I've flown from one side of this galaxy to the other. I've seen a lot of strange stuff, but I've never seen anything to make me believe there's one all-powerful force controlling everything. There's no mystical energy field that controls my destiny." Han stated. Kurt added, "Hey, seeing isn't always believing. You just need to have faith that it's there." Ben smiled, "Well, said Kurt."

"It's all a lot of simple tricks and nonsense." Han told him. Ben told the two boys, "I suggest you try it again, you two." Ben and Ashoka both stood up as they each placed a large helmet on each of the brothers head which covers theirs eyes, "This time, let go your conscious self and act on instinct."

"Hey, who turned off the lights?" Sora wondered. Luke laughed, "With the blast shield down, we can't even see. How are we supposed to fight?" Storm turned to them, "Won't that make it too differcult for the boys?"

"Nonsense. Your eyes can deceive you. Don't trust them." Ben told them. Han skeptically shakes his head as Ben throws the seeker into the air. The ball shoots straight up in the air, then drops like a rock. Luke and Sora ativate their weapons and swings their lightsabers around blindly missing the seeker, which fires off a laserbolts which hits both Luke square on the seat of the pants and Sora in the shoulder. They lets out a painful yell and attempts to hit the seeker. Ashoka told them, "Stretch out with your feelings."

"Alright... let's to this together." Sora told them. Luke nodded, "Right." Sora and Luke stood back to back as the seeker makes a dive at the, and, incredibly, they managed to deflect each of the bolts. The ball ceases fire and moves back to its original position. All the X-Men clapped at their team work as Ben smiled, "You see, you two can do it."

"I call it luck." Han added his two cents. Ben turned to him, "In my experience, there's no such thing." Han shrugged, "Look, going good against remotes is one thing. Going good against the living? That's something else." Logan told them, "Then clearly, you never been in the danger room. Alright spiky, once we get back to Earth, I'm installing some training exercises just for these kind of situations for you."

Sora nodded as Han notices a small light flashing on the far side of the control panel, "Looks like we're coming up on Alderaan." Han and Chewbacca head back to the cockpit everyone followed as Sora walked up to Ben, "You know, I did feel something. I could almost see the remote." Luke nodded, "Yeah, same here."

"That's good. You two have taken your first steps into a larger world." Ben smiled...

* * *

Meanwhile, in the office room of the Death Star, Imperial Officer Cass stands before Governor Tarkin and Darth Vader. Tarkin nodded, "Yes." Officer Cass reported, "Our scout ships have reached Dantooine. They found the remains of a Rebel base, but they estimate that it has been deserted for some time. They are now conducting an extensive search of the surrounding systems."

As he left, Tarkin stood there in shock, she tricked them, "She lied! She lied to us!" Vader replied, "I told you she would never consciously betray the Rebellion."

"Terminate her... immediately!" He ordered...

* * *

The Millennium Falcon is just coming out of hyperspace; a strange surreal light show surrounds the ship. Han told Chewie, "Stand by, Chewie, here we go. Cut in the sublight engines." Han pulls back on a control lever. Outside the cockpit window stars begin streaking past, seem to decrease in speed, then stop. Suddenly the starship begins to shudder and violently shake about. Asteroids begin to race toward them, battering the sides of the ship. Han was shocked, "What the...?!"

"What happened?" Scott wondered. Han groaned, "Aw, we've come out of hyperspace into a meteor shower. Some kind of asteroid collision. It's not on any of the charts." The Wookiee flips off several controls and seems very cool in the emergency. Luke makes his way into the bouncing cockpit. Evan wondered, "What's going on?"

"Our position is correct, except... no, Alderaan!" Han replied. Kairi wondered, "What do you mean? Where is it?"

"Thats what I'm trying to tell you, Princess. It ain't there. It's been totally blown away." Han told them. Luke wondered, "What? How?" Ben moves into the cockpit behind Luke as the ship begins to settle down, "Destroyed... by the Empire!"

"The entire starfleet couldn't destroy the whole planet. It'd take a thousand ships with more fire power than I've..." Han stated until a signal starts flashing on the control panel and a muffled alarm starts humming. Han told everyone, "There's another ship coming in."

"Maybe they know what happened." Jean assumed. Ashoka sensed what it was, "It's an Imperial fighter." Chewbacca barks his concern. A huge explosion bursts outside the cockpit window, shaking the ship violently. A tiny, finned Imperial TIE fighter races past the cockpit window. Logan growled, "It followed us!"

"No. It's a short range fighter." Ben told them. Han pointed out, "There aren't any bases around here. Where did it come from?" The fighter races past the Millennium Falcon, Luke realized, "It sure is leaving in a big hurry. If they identify us, we're in big trouble."

"Not if I can help it. Chewie...jam it's transmissions.' Han told the wookie. Chewie did as he was told as Ben stated, "We'd might as well to let it go. It's too far out of range." Han's eyes narrowed with determination, "Not for long..."

The Millennium Falcon zooms over the camera and away into the vastness of space after the Imperial TIE fighter. The tension mounts as the Millennium Falcon gained on the tiny fighter. In the distance, one of the stars becomes brighter until it is obvious that the TIE ship is heading for it. Ben stands behind Chewbacca as he realized, "A fighter that size couldn't get this deep into space on its own."

"Maybe, it must have gotten lost, been part of a convoy or something." Riku offered. Han told them, "Well, he ain't going to be around long enough to tell anyone about us." The TIE fighter is losing ground to the larger Millennium Falcon as they raced over head. The TIE fighter appeared to be heading to a small moon or planet. Luke pointed out, "Look at him. He's headed for that small moon.

"I think I can get him before he gets there... he's almost in range." Han told everyone. The small moon begins to take on the appearance of a monstrous spherical battle station. Ben's eyes widened, "That's no moon! It's a space station."

"It's too big to be a space station." Han shook his head. Kitty eyes widened, "It's the planet killer!"

"Ugh! That means we were too late." Scott groaned. Luke stated, "I have a very bad feeling about this."

"Yeah, I think your right. Full reverse! Chewie, lock in the auxiliary power." Han ordered Chewie. As he did what he was told to the Millennium Falcon shudders and the TIE fighter accelerates away toward the gargantuan battle station. Strom wondered, "Why are we still moving towards it?"

"We're caught in a tractor beam! It's pulling us in!" Han told them as everyone's eyes widened in horror. Sora told him, "But there's gotta be something you can do!"

"There's nothin' I can do about it, kid. I'm in full power. I'm going to have to shut down. But they're not going to get me without a fight!" Han told them. Wolverine stated as he popped out his claws, "That's the first thing you said I agree with ya, bub!"

Ben Kenobi puts his hand on their shoulders, "You can't win. Not without endangering the others. But there are alternative ways to fighting."

As the battered pirate starship is towed closer to the metal moon, the immense size of the massive battle station becomes staggering. Running along the equator of the gigantic sphere is a mile-high band of huge docking ports into which the helpless pirateship is dragged.

The helpless Millennium Falcon is pulled past a docking port control room and huge laser turret cannons, _Clear Bay twenty-three-seven. We are opening the magnetic field."_

The Millennium Falcon was pulled in through port doors of the Death Star, coming to rest in a huge hangar. Thirty stormtroopers stand at attention in a central assembly area. An officer ordered, "To you stations!" He then turned to another officer, "Come with me."

A line of stormtroopers march toward the Millennium Falcon in readiness to board it, while other troopers stand with weapons ready to fire. The officer ordered, "Close all outboard shields! Close all outboard shields!"

Tarkin pushes a button and responds to the intercom buzz, "Yes." An officer spoke threw, _We've captured a freighter entering the remains of the Alderaan system. It's markings match those of a ship that blasted its way out of Mos Eisley."_

"They must be trying to return the stolen plans to the princess. She may yet be of some use to us." Vader suggested as he left to investigate...

Vader and a commander approach the troops as an Officer and several heavily armed troops exit the spacecraft, "There's no one on board, sir. According to the log, the crew abandoned ship right after takeoff. It must be a decoy, sir. Several of the escape pods have been jettisoned."

"Did you find any droids?" Vader asked. The officer shook his head, "No, sir. If there were any on board, they must also have jettisoned."

"Send a scanning crew on board. I want every part of this ship checked." Vader told him. The officer nodded, "Yes, sir." The Sith Lord then muttered to himself, "I sense something... a presence I haven't felt since..."

Vader turns quickly and exits the hangar as the officer turned to some Stormtroopers, "Get me a scanning crew in here on the double. I want every part of this ship checked!"

Earlier, inside the Millennium Falcon a Stormtrooper runs through the hallway heading for the exit. In a few moments all is quiet. The muffled sounds of a distant officer giving orders finally fade. Two floor panels suddenly pop up revealing Han Solo, Luke, Scott, Jean, Sora, Riku, Kairi, Kitty, Rogue, Evan, Kurt Strom, and Wolverine. Ben Kenobi sticks his head out of a third locker. Rogue stated, "Man, that was a close one.

"Boy, it's a good thing you had these compartments." Luke stated. Han replied, "I use them for smuggling. I never thought I'd be smuggling myself in them. This is ridiculous. Even if I could take off, I'd never get past the tractor beam."

"Leave that to me!" Ben told him. Han sighed, "Damn fool. I knew that you were going to say that!" Ben smirked, " Who's the more foolish... the fool or the fool who follows him?"

"He's got ya there." Kurt laughed. Han shakes his head, muttering to himself. Chewbacca growled as he poked his head out.

The crewmen carry a heavy box on board the ship, past the two Stormtroopers guarding either side of the ramp. The Stromtrooper told them, "The ship's all yours. If the scanners pick up anything, report it immediately."

"All right, let's go." One of the crewmen stated. The crewmen enter the Millennium Falcon and a loud crashing sound is followed by a voice calling to the guard below. Han's voice called out to them, "Hey down there?"

The Stromtroopers looked inside as Han continued, "Could you give us a hand with this?" The Stormtroopers enter the ship and a quick round of Scott's blasts could be heard...

* * *

In a very small command office near the entrance to the Millennium Falcon, a Gantry Officer looks out his window and notices the guards are missing. He speaks into the comlink, "TK-412. Why aren't you at your post? TK-412, do you copy?" After a minute, a Stormtrooper comes down the ramp of the Millennium Falcon and waves to the gantry officer, pointing to his ear indicating his comlink is not working. The gantry officer shakes his head in disgust and heads for the door, giving his aide an annoyed look, "Take over. We've got a bad transmitter. I'll see what I can do."

As the officer approaches the door, it slides open revealing the towering Chewbacca. The gantry officer, in a momentary state of shock, stumbles backward. With a bone- chilling howl, the giant Wookiee flattens the officer with one blow. The aide immediately reaches for his pistol, but is blasted by Han, dressed as an Imperial Stormtrooper. Ben, Ashoka, the X-Men, and the droids enter the room quickly followed by Luke, also dressed as a Stormtrooper. Luke quickly removes his helmet, "You know, between his howling and your blasting everything in sight, it's a wonder the whole station doesn't know we're here."

"Bring them on! I prefer a straight fight to all this sneaking around." He told him as he removed his helmet. Storm wondered, "So, what now?" C-3PO turned to her, "We found the computer outlet, ma'am." Ashoka turned to R2, "Plug in. You should be able to interpret the entire Imperial computer network." Artoo plugs into the computer socket and the vast Imperial brain network comes to life, feeding information to the little droid. After a few moments, he beeps something. Evan wondered, "What did he say?"

"He says he's found the main computer to power the tractor beam that's holding the ship here. He'll try to make the precise location appear on the monitor." C-3PO translated. The computer monitor flashes readouts as he continued, "The tractor beam is coupled to the main reactor in seven locations. A power loss at one of the terminals will allow the ship to leave."

Ben studies the data on the monitor readout as he turned to everyone, "I don't think any of you can help. I must go alone." Everyone but Han was shocked by this as Han stated, "Whatever you say. I've done more that I bargained for on this trip already." Sora ran up to him, "I want to go with you."

"Be patient, Sora. Stay with your brother and friends and watch over the droids." Ben told him. Sora tried to argue, "But I can..."

"They must be delivered safely or other star systems will suffer the same fate as Alderaan. It's your job as both Jedi and a Keyblader to stop this weapon. Your destiny lies along a different path than mine." Sora frowned at this but nodded but before he left he told him, "The Force will be with you... always..."

Ben adjusts the lightsaber on his belt and silently steps out of the command office, then disappears down a long grey hallway. Ashoka walked up to Sora, "He'll be okay... he's had far worse missions than this." Chewbacca barks a comment and Han shakes his head in agreement, "Boy you said it, Chewie." Han turned to Sora, "Where did you dig up that old fossil?"

"Ben is a great man." Sora defended him. Han replied, "Yeah, great at getting us into trouble." Logan eyes narrowed, "I didn't hear you give any ideas..."

"Well, anything would be better than just hanging around waiting for him to pick us up..." Han argued. Logan groweled, "Who do you think..." Suddenly Artoo begins to whistle and beep a blue streak. Luke goes over to him, "What is it?"

"I'm afraid I'm not quite sure, sir. He says, 'I found her,' and keeps repeating, 'She's here.'" C-3PO replied. Kairi walked up curious, "Well, who... who has he found?" Artoo whistles a frantic reply as Threepio translated, "Princess Leia."

"The princess?!" Everyone gasped as Sora asked, "She's here?!" Han and Chewie on the other hand was confused, "Princess? What's going on?" Artoo whistled as Threepio turned to Sora, "Level five. Detention block A A-23. I'm afraid she's scheduled to be terminated."

"Oh, no! We've got to do something." Sora stated as Han asked, "What are you talking about?" Luke spoke on his brothers behalf, "The droid belongs to her. She's the one in the message... We've got to help her." Cyclops nodded, "They're right. She might be the only one who know what to do with the plans."

"Now, look, don't get any funny ideas. The old man wants us to wait right here." Han reminded them. Ashoka then spoke up, "But he didn't know she was here. Look, will you just find a way back into the detention block?" Han crossed his arms, "I'm not going anywhere."

"They're going to execute her. Look, a few minutes ago you said you didn't want to just wait here to be captured. Now all you want to do is stay." Sora pointed out. Han turned to him, "Marching into the detention area is not what I had in mind."

"But they're going to kill her!" Sora exclaimed. As Han replied, "Better her than me..." Sora sighed in defeated, Jean walked up to him, "Don't worry Sora... we'll think of something." Luke told them, "Wait... I have an idea..." Sora turned to his brother, "What?" Luke just smirked, "Trust me..."

He then walked up to Han and told him, "She's rich." That got both Han and Chewbacca's attention as Han asked, "Rich?" Luke nodded, "Yes. Rich, powerful! Listen, if you were to rescue her, the reward would be..."

"What?" Han asked. Luke finished, "Well more wealth that you can imagine."

"I don't know, I can imagine quite a bit!" Han replied. Sora added, "Yeah, I think you and Rocket would get along well." Luke continued, "You'll get it!"

"I better!" Han replied. Luke promised him, "You will..." Han leaned in finally interested into helping, "All right, kid. But you'd better be right about this." Evan wondered, "So... what is the plan anyways?" Everyone stopped to think as Luke turned to Threepio, "Uh... Threepio, hand me those binders there will you?" He complies as Luke moves toward Chewbacca with electronic cuffs, "Okay. Now, I'm going to put these on you."

Chewie lets out a hideous growl. Luke backs away and hands them to Han, "Okay. Han, you put these on." Han nodded as he walked up to Chewie, "Don't worry, Chewie. I think I know what he has in mind." The Wookiee has a worried and frightened look on his face as Han binds him with the electronic cuffs. Luke turned to the others, "Uh... in order for this to work we need allot more disguises...or cuffs."

"Got you covered there." Sora turned on his outfit disguise and changed into Stormtrooper armor much to Han, Luke, and Chewie's shock. Kitty remembered, "Oh yeah... Forge's holo outfits. We all have them." All of the X-Men changed into Stormtroopers as Luke smiled, "Cool..."

"Uh, Ashoka, Riku, and I don't have those... what are we supposed to do?" Kairi asked. Han held up three more cuffs as he smirked, "Guess who signed up to becoming our prisoners with Chewie." They frowned at that as Ashoka held out her arms, "Let's get this over with."

"I hate this plan." He stated as Rogue cuffed him as Sora and Han cuffed Kairi and Ashoka. Threepio wondered as they left, "Master Luke, sir! Pardon me for asking... but, ah... what should Artoo and I do if we're discovered here?" Scott replied, "Lock the doors..."

"And hope they don't have blasters." Han told them as Kairi added, "Or Keyblades." With that they left as C-3PO muttered, "That isn't very reassuring."

* * *

Later, they all manged to find the weapons area and each grabbed blasters so they would look suspicious. Han, Luke, Sora, and the X-Men try to look inconspicuous in their armored suits as they took their four "prisoners" as they wait for a vacuum elevator to arrive. Troops, bureaucrats, and robots bustle about, ignoring the trio completely. Only a few give the giant Wookiee a curious glance. Finally a small elevator arrives and the trio enters. Luke complained, "I can't see a thing in this helmet."

"Makes me glad we're not having any difficultly with our holo-disguises." Rogue smiled. Once they were all inside, the door to the pod-like vehicle slides closed and the elevator car takes off through a vacuum tube...

* * *

Meanwhile, several Imperial officers walk through the wide main passage way as they pass several Stormtroopers. At the far end of the hallway, a passing flash of Ben Kenobi appears, then disappears down a small hallway. His appearance is so fleeting that it is hard to tell if he is real or just an illusion. No one in the hallway seems to notice him...

* * *

At the same time, they step forward to exit the elevator, as Han muttered, "This is not going to work." Sora wondered, 'Then why didn't you say so before?" Han pointed out, "I did say so before!" Just then the door slides open behind them. The giant Wookiee, two Keyblades, and Grey Jedi and their guards enter the old grey security station. Guards and laser gates were everywhere. Han whispers to Luke under his breath. A tall, grim looking Officer approaches them, "Where are you taking these prisoners and their... pet?" Chewie growls a bit at the remark but Han nudges him to shut up as Scott replied, "Prisoner transfer from Block 1138."

"I wasn't notified. I'll have to clear it." The officer told them. The officer goes back to his console and begins to punch in the information. There are only few other troopers in the area as one of them walks up to the prisoners to take them away. Suddenly Chewbacca throws up his hands and lets out with one of his ear-piercing howls as "broke" free and knocks the guard out and grabs Han's laser rifle. Everyone pretended to panic as Kurt stated, "Look out! He's loose!"

Ahoka then activated her two white lightsaber and cut herself free along with Riku and Kairi as they summoned their Keyblades. Evan gasped, "And so are the other prisoners!" Luke acted, "They're going to pull us all apart."

"Get them!" Wolverine stated as everyone began to fire every where. The startled guards are momentarily dumbfounded as they tried to resecure the prisoners. However, the heroes had already pulled out their laser pistols and they blasted them away at the terrifying Wookiee. Their barrage of laserfire misses Chewbacca, but hits the camera eyes, laser gate controls, and the Imperial guards. Well, the girls had a bit of trouble, as Kitty stated " Ugh! I hate guns!"

"Yeah, I can't hit anything with this thing!" Jean added. Sora beamed, "Ha! I knew playing laser tag would pay off one day!" Scott stated, "You said it Sora!" Rogue groaned, "Boys..."

The officer is the last of the guards to fall as Luke blasted him just as he is about to push the alarm system. Han rushes to the comlink system, which is screeching questions about what is going on. He quickly checks the computer readout, "We've got to find out which cell this princess of yours is in. Here it is... cell 21-87! You two go get her. We'll hold them here. Luke and Sora races down one of the cell corridors. Han speaks into the buzzing comlink as he told the Empire, "Everything is under control. Situation normal."

"What happened?" An Officer replied. Han replied nervously, "Uh... had a slight weapons malfunction. But, uh, everything's perfectly all right now. We're fine. We're all fine here, now, thank you. How are you?" Logan face palmed himself as the Officer replied, "We're sending a squad up."

"Uh, uh, negative. We had a reactor leak here now. Give us a few minutes to lock it down. Large leak... very dangerous." Han lied but the guard then asked, "Who is this? What's your operating number?" Kitty sighed as he phased through the comlink shorting it out, "Boring conversation anyway."

The X-Men switched out to their regualre uniforms as Han nodded, "Yeah, right..." He then called out to the Skywalkers, "Sora! Luke! We're going to have company!" Sora turned to Luke, "Let's get her and get out of here!"

"Right!" Luke nodded as they ran to the cell. Luke stopped him, "Wait! This is it!" He aimed his blaster at the door as Sora stopped him, "Um... Luke... My Keyblade can unlock anything... maybe you should let me." Luke nodded, "Good idea." Sora summoned his Keyblade and aimed it at the door. A beam of light shot out an unlocked the door as they slide open. They saw the dazzling young princess-senator as Luke stated, "By the Force, she's beautiful."

"Yeah... but not a beautiful as Kairi." Sora stated. Luke turned to him, "She's your girlfriend, isn't see?" Sora nodded as they turned their attention back to the Princess. She had been sleeping and is now looking at him with an uncomprehending look on her face. Luke is stunned by her incredible beauty and stands staring at her with his mouth hanging open. Leia rasied an eyebrow, "Aren't you two a little short to be Stormtroopers?"

"Stromtroopers?! Where?!" Sora looked aroud much to Leia's confusion as Luke remined him, "She means us." Sora remembered and smiled sheepishly as he went back to his real outfit as Luke takes off his helmet, "I'm Luke Skywalker and this is my brother, Sora. We're here to rescue you."

"You're who?" Leia wondered. Sora explained, "I'm Sora and this is my brother, Luke. We're here to rescue you. I've got your R2 unit. I'm here with Ben Kenobi." Leia's eyes widened as she realized they we're friends of the Jedi, "Ben Kenobi is here! Where is he?"

"We'll explain later! Come on!" Luke told her. Leia nodded as they all ran back to join the others...

* * *

Darth Vader paces the room as Governor Tarkin sits at the far end of the conference table. Vader told them, "They are here..." Tarkin rasied an eyebrow, "Ashoka Tano and Obi-Wan Kenobi! What makes you think so?" Vader replied, "A tremor in the Force. The last time I felt it was in the presence of my old master and Skywalker's apprentice."

"Surely they must be dead by now." Tarkin argued. Vader warned him, "Don't underestimate the power of the Force."

"The Jedi are extict, their fire has gone out of the universe. You, my friend, are all that's left of their religion." Tarkin pointed out. Just then, there was a quiet buzz on the comlink, "Yes?"

"Governor Tarkin, we have an emergency alert in detention block A A-23." An officer reported. Tarkin gasped, "The princess! Put all sections on alert!" He turned to Vader as they both knew who were responsable for this, there was no denying it now, "Obi-Wan and Ashoka are here. The Force is with them"

"If you're right, they must not be allowed to escape." Tarkin replied. Vader told him, "Escape is not Kenobi's plan. I must face him alone." Vader turned to leave... finally vengeance will be his...

* * *

An ominous buzzing sound is heard on the other side of the elevator door. Wolverine sniffed as he popped out his claws, "They're here!" Han replied sarcastically, '"What was your first guess!" Chewbacca responds with a growling noise. Han and Logan both ordered, "Get behind me! Get behind me!" A series of explosions knock a hole in the elevator door through which several Imperial Stromtroops begin to emerge as they opened fired at the heroes, Kurt quickly grabbed Rogue and Evan and teleported back. As Kitty phase through the fire as they ran after the others. Han and Chewie fire laser pistols as Scott fired his optic blat as Wolverine covered them as Ashoka, Riku, and Kairi deflected the Stromtroopers fire. Once all the X-Men They turn and run down the cell hallway, meeting up with Luke, Sora, and Leia rushing toward them. Han told them, "Can't get out that way."

"Looks like you managed to cut off our only escape route." Leia observed. Han turned to her and replied sarcastically, "Maybe you'd like it back in your cell, Your Highness." Just then troops opened fired at them as Kairi asked, "Can't Kitty phase us to a safer level?"

"Phase?" Leia wondered. Kitty shrugged, "I don't know what's down there. For all we know it could be worse down there." Evan fired spikes out knocking some of the Stromtroopers blaseters out of there hand as Evan suggested, "Maybe Threepio knows away out." Ashoka deflect the fire, she told them, "Try it!"

Luke takes a small comlink transmitter from his belt as they continue to exchange fire with Stormtroopers making their way down the corridor. Luke called out to the droid, "C-3PO! c-3PO!" Threepio replied, _"Yes sir?"_

"We've been cut off! Are there any other ways out of the cell bay?" Luke asked as they battle raged on. Leia was impressed of the power the X-Men we're pulling off as Luke tried to listen in to what the driod had to say. He told him, "What was that? I didn't copy!"

* * *

Meanwhile, Threepio paces the control center as little Artoo beeps and whistles a blue streak. Threepio yells into the small comlink transmitter, "I said, all systems have been alerted to your presence, sir. The main entrance seems to be the only way in or out; all other information on your level is restricted."

Suddenly, someone begins banging on the door as a Stormtrooper voice spoke, "Open up in there!" Threepio was shocked, "Oh, no!"

* * *

Back with the others, the fight raged on as the heroes made no closer to the exit as they were before. Sora asked, "Any luck?" Luke told his brother, "There isn't any other way out!" Ashoka told them, "We can't hold them off forever! Now what?"

"This is some rescue. When you came in here, didn't you have a plan for getting out?" Leia asked. Han gestured to the Luke, "He's the brains, sweetheart." Luke manages a sheepish grin and shrugs his shoulders, "Well, I didn't..."

"It's alright, Luke... we'll think of something!" Storm told him as she summoned lightning on the Stormtroopers. Leia sighed, "By the time, you do we'll all be dead." The princess grabs Luke's baster and fires at a small grate in the wall next to Han, almost frying him. Han demanded, "What the hell are you doing?"

"Somebody has to save our skins!" Leia replied as she fired back at the Stromtroopers as she moved to the chute, "Into the garbage chute, wise guy." She jumps through the narrow opening as everyone looked to her in amazement. Kitty smelled and winced, "Ew! What is that horrible stench?!" Sora beamed, "That is the stench of discovery!"

"You did not seriously quote SpongeBob!" Riku replied. Sora beamed as he jumped in after, "And Kairi loves me for it!" Everyone turned to Kairi as she giggled, "It's true!" She then dived in after Sora. Riku sighed, "I guess, we gotta go after them." Everyone nodded as Riku, Scott, Jean, and Rogue dived in the chute. Chewbacca sniffs the garbage chute and says something. Han replied, "Get in there you big furry oaf! I don't care what you smell! Get in there and don't worry about it."

Han gives him a kick and the Wookiee disappears into the tiny opening. Kitty sighed, "Let's get this over with." She then went after the Wookiee along with Kurt, Evan, and Storm. Luke and Han continue firing as they work their way toward the opening as Ashoka and Logan defended them. Han said sarcastically, "Wonderful girl! Either I'm going to kill her or I'm beginning to like her. Get in there!"

Luke ducks laserfire as he jumps into the darkness. Han fires off a couple of quick blasts creating a smokey cover, then slides into the chute himself and is gone. Ashoka told Logan, "Go! I'll cover you!"

"Someone's gotta stop them from follow us! You go!" Logan ordered. Ashoka turned to him in shock, "What?! I surprised you not dead already!" Wolverine smirked, "Relax, Snips! I got this!" Ashoka was shocked by this. He old master used to call her that. She finally nodded as she dived in after the others. With Wolverine the only one left he went into his berserker rage and charged at them...

* * *

Ashoka tumbles into the large room filled with garbage and muck as Han finally stood on his feet, everyone was already stumbling around looking for an exit. Luke found a small hatchway and struggles to get it open. It won't budge. Han stated sarcastically, "Oh! The garbage chute was a really wonderful idea. What an incredible smell you've discovered!"

"Well, at least we're all alive and it's safer down here." Sora defended Leia. Kairi was grossed out, "Yeah... can we get out of here now?" Scott wondered, "Wait, where's Wolverine?"

"Still up there! He's holding off the Stormtroopers!" Ashoka replied. Leia was shocked, "Does that man have a death wish?" Storm ressured them, "Relax, he'll be fine." Sora shivered, "Yeah... I actually feel bad for the Stromtoopers..."

"Let's just get out of here! Get away from there..." He told Luke as he aimed his blaster at the door. Everyone exclaimed, "No! wait!" Han fires at the hatch. The laserbolt ricochets wildly around the small metal room. Everyone dives for cover in the garbage as the bolt explodes almost on top of them. Leia climbs out of the garbage with Kair's help and they both had a rather grim look on their faces. Luke told him, "Will you forget it? I already tried it. It's magnetically sealed!"

"Put that thing away! You're going to get us all killed." Leia exclaimed. Han replied, "Absolutely, Your Worship. Look, I had everything under control until you led us down here. You know, it's not going to take them long to figure out what happened to us."

"It could be worse..." Leia told them. Evan turned to her, "Did you say it could be worse? You NEVER say it could be worse!" Leia raised an eyebrow, "Why?"

Just then, a loud, horrible, inhuman moan works its way up from the murky depths. Chewbacca lets out a terrified howl and begins to back away. Han and Luke stand fast with their laser pistols drawn as Sora, Riku, and Kairi summoned their Keyblades. The Wookiee is cowering near one of the walls. Han replied, "That's why."

"There's something alive in here!" Luke stated. Han rolled his eyes, "That's your imagination." Luke shook his head, "Something just moves past my leg!" He then saw something move to the water, "Look! Did you see that?"

"What?!" Sora looked around as everyone did the same. Suddenly Luke is yanked under the garbage. Sora and Han exclaimed, "Luke! Luke! Luke!" Sora grabbed him with the Force, "I got him." He them pulled him out to the surfaces with a gasp of air and thrashing of limbs. A membrane tentacle is wrapped around his throat. Leia called out with concern, "Luke!"

Leia extends a long pipe toward him, "Luke, Luke, grab a hold of this." Sora told Jean, "Jean held us out here!" Jean told him, "I got him!"

"Blast it, will you! My gun's jammed." Luke told them. Scott and Han looked around, "Where?" Luke gasped out, "Anywhere! Oh!" Scott and Han blasted at the water blindly hoping to hit the monster and hoping it could let go. However, Luke is pulled back into the muck by the slimy tentacle. Han and Leia called out, "Luke! Luke!"

"That's it! No, I'm going down there myself! No one eating my twin brother tonight!" Sora summoned his Keyblade and dived in after him. Everyone called out, "Sora!" Leia turned to him, "I don't know if that boy is brave or foolish." Kairi turned to her, "After dating him for months, I learned his a little bit of both."

Sora swam deeper into the dirty water. That's when he could see clearly what was taking Luke. It was a big old Hearltess. It tried to put Luke in it's mouth, Sora threw his Keyblade and it cut the tencale that was holding Luke. As the tencale faded Luke turned to Sora, who's Keyblade reappeared in his hand. He nodded to Luke as they both drew out their lightsabers. They began to hack and slash at the Heartless. The monster tried to fight back but Luke and Sora sliced off it's limbs. Sora and Luke then delivered the finally blow and the Heartless faded away as it released a captive heart. With that, they quickly swam back up to the surface for air.

Luke and Sora suddenly bobs to the surface. Leia told everyone, "Grab him!" Kairi held on to Sora while Han helped Luke as Jean asked, "What was it?" Sora replied, "Heartless... there on this thing too." The X-Men groaned, as Kitty stated, "Great... like the Stromtroopers were enough trouble..."

"What the hecks a Heartless?" Han asked. Luke replied, "That monster... it was like it was like it was created up from the Dark Side itself." Sora nodded, "That what a Heartless is... It wanted to consume your heart." Luke turned to Sora, "Thanks."

"No problem. You would have done the same." Sora nodded. Kairi nodded, "Yeah... but you both are gonna need to shower when we get back."

Just then something started to turn on as Scott wondered, "What was that?" Riku groaned, "It better not be another Heartless." Han stated, "I've got a very bad feeling about this."

Before anyone can say anything the walls begin to rumble and edge toward the Rebels. Everyone panicked as Luke exclaimed, "The walls are moving!"

"Don't just stand there. Try to brace it with something." Leia exclaimed. They place poles and long metal beams between the closing walls, but they are simply snapped and bent as the giant trashmasher rumbles on. Jean, Sora, and Luke all tired to keep the walls back with their powers but it wasn't enough. The situation doesn't look too good. Luke remembered, "Wait a minute!" Luke pulls out his comlink,"Threepio! Come in Threepio!

* * *

 _"Threepio! Where could he be?"_ A soft buzzer and the muted voice of Luke calling out for C-3PO can be heard on Threepio's hand comlink, which was sitting on the deserted computer console. Artoo and Threepio are nowhere in sight. Suddenly there is a great explosion and the door of the control tower flies across the floor. Four armed Stormtroopers enter the chamber all though one of them bumped their heads on entering. One of Stromtoopers ordered, "Take over!"

All of a sudden they heard knocking in the supply cabinet, "Over there!" A trooper pushes a button and the supply cabinet door slides open. C-3PO and R2-D2 were inside. Artoo follows his golden companion out into the office, "They're madmen! They're heading for the prison level. If you hurry, you might catch them."

"Follow me! You stand guard." The Stromtooper ordered. The troops hustle off down the hallway, leaving a guard to watch over the command office. C-3PO picked up the communication device and told R2, "Come on!" Before they left though, the turned to the only remaining guard. Threepio quickly thought up an excuse, "Oh! All this excitement has overrun the circuits of my counterpart here. If you don't mind, I'd like to take him down to maintenance."

"All right." The guard nodded and Threepio, with little Artoo in tow, hurries out the door...

* * *

As the walls rumble closed, the room gets smaller and smaller. Riku stated, "I hate to admit it but I wish Fred we're hear now." Kurt nodded, "Yeah, you and me both!" Chewie is whining and trying to hold a wall back with his giant paws with Scott and Storms help. Han, Kitty, andKurt is leaning back against the other wall. Garbage is snapping and popping. Luke is trying to reach Threepio, "Threepio! Come in, Threepio! Threepio!"

Han, Jean, Kairi, and Leia try to brace the contracting walls with a pole. Leia and Kairi began to sink into the trash. Han told them, "Get to the top!"

"We can't!" The princesses replied. Sora turned to Luke, "Try again with Threepio, I'm going to try to get that door open!" Luke nodded as Sora summoned his Keyblade and tired to make his way to the exit. Luke tried again, "Where could he be? Threepio! Threepio, will you come in?"

* * *

Meanwhile, Threepio was beginning to get worried, "They aren't here! Something must have happened to them. See if they've been captured." Little Artoo carefully plugs into a new wall socket and a complex array of electronic sounds spew from the tiny robot, "Hurry!"

* * *

The walls are only feet apart. Leia and Han are braced against the walls. The princess is frightened. They look at each other. Leia reaches out and takes Han's hand and she holds it tightly. She's terrified and suddenly groans as she feels the first crushing pressure against her body. Sora tried to get past Ashoka but he could fit through, "I can't reach it! Riku..."

"Neither can I!" Riku stated as Han added, "One thing's for sure. We're all going to be a lot thinner!" Han turned to the princesses, "Get on top of it!"

"We're trying!" They exclaimed...

* * *

"Thank goodness, they haven't found them! Where could they be?!" C-3PO wondered. Artoo frantically beeps something to C-3PO, "Use the comlink? Oh, my! I forgot I turned it off!"

* * *

Meanwhile, everyone was trying to keep his head above the rising ooze. Ashoka muttered, "C'mon, Threepio!" Luke's comlink begins to buzz and he rips it off his belt.

* * *

Muffled sounds of Luke's voice over the comlink can be heard, but not distinctly. As C-3PO called out, "Are you there, sir?"

 _"Threepio?!"_ Luke called out as C-3PO. He replied, "We've had some problems..." Luke just cuts him off, _"Will you shut up and listen to me? Shut down all garbage mashers on the detention level, will you? Do you copy? Shut down all the garbage mashers on the detention level!"_

"No. Shut them all down! Hurry!" Threepio exclaimed to R2. R2 quickly went to work and began to shut down all the garbage mashers...

* * *

Everyone closed their eyes and awaited for the end when suddenly everything stopped. They were saved. Everyone began cheering...

* * *

Threepio holds his head in agony as he hears the incredible screaming and hollering from Luke's comlink, "Listen to them! They're dying, Artoo! Curse my metal body! I wasn't fast enough. It's all my fault! My poor master and all of his friends!"

 _"Threepio, we're all right!"_ Luke replied much to the droid shock and relief...

* * *

Everyone embrace in the background as Luke, "We're all right. You did great." Sora nodded, "Now, if only one of us could reach that door." Kitty face palmed herself, "Oh, yeah... I forgot about my powers for a second there." She then began to phase through the garbage mach to Leia's shock. Kitty manage to get to Sora and get him close enough to the door. Sora aimed his Keyblade at the door as a beam of light came out of the Key. The light hit the door and unlocked it. With that, the door slide open as Leia stated, "I don't know how you did that but nice work."

Sora smiled and nodded, as Han turned to Chewie, "Remind me to ask the kid where we can get one of those keys." Chewie growled in agreement...

* * *

Ben entered a humming service trench that powers the huge tractor beam. The trench seems to be a hundred miles deep. The clacking sound of huge switching devices can be heard. The old Jedi edges his his way along a narrow ledge leading to a control panel that connects two large cables. He carefully makes several adjustments in the computer terminal, and several lights on the board go from red to blue...

* * *

The group exits the garbage room into a dusty, unused hallway. Han and Luke remove the trooper suits but strapped on the blaster belts. Kurt joked, "Well, that wasn't our cleanest get away."

"Let's all agree never to use garbage to escape again." Scott added as everyone nodded, "Agreed." Han then added, "If we can just avoid any more female advice, we ought to be able to get out of here." All females turned to glare at Han as Luke reminded them, "We should probably get moving."

Chewie begins growling and points to the hatch to the garbage room, as he runs away and then stops howling. Han asked, "Where are you going?" Han turned to see Heartless appear from the garbage. Sora groaned, "Oh, c'mon already..."

Han aims his pistol as Leia eyes widened, "No, wait! They'll hear!" Han fires at the doorway and destroyed the Heartless. The noise of the blast echoes relentlessly throughout the empty passageway. Evan sighed, "How much, you guys willing to bet the Empire heard that?"

"Come here, you big coward!" Chewie shakes his head "no" as Han continued, "Chewie! Come here!" Leia marched up to him, "Listen. I don't know who you are, or where you came from, but from now on, you do as I tell you. Okay?" Han is stunned at the command of the petite young girl, "Look, Your Worshipfulness, let's get one thing straight! I take orders from one person! Me!"

"It's a wonder you're still alive." Leia smirked before looking to Chewie as she added, "Will somebody get this big walking carpet out of my way?" Han watches her start away. He looks at to others as they shrugged. Kairi stated, "It does look like she knows what she's doing."

"And I have a feeling she's been fighting the Empire longer than any of us." Storm stated. Sora nodded, "Yeah, we should praobly follow her lead before more Heartless or Stromtroopers show up." Everyone nodded as Han muttered, "No reward is worth this."

"Get use to it, Solo." Ashoka smirked. They followed her, moving swiftly down the deserted corridor...

* * *

Suddenly a door behind Ben slides open and a detachment of Stormtroopers marches to the power trench. Ben instantly slips into the shadows as an Officer moves to within a few feet of him, "Secure this area until the alert is canceled."

"Give me regular reports." A Stromtrooper grumbled as the officer left. He turned to the other Stromtrooper, "Do you know what's going on?"

"Maybe it's another drill." He shrugged. Ben moves around the tractor beam, watching the Stormtroopers as they turn their backs to him. Ben gestures with his hand toward them, as the troops think they hear something in the other hallway. With the help of the Force, Ben deftly slips past the troopers and into the main hallway, 'What was that?'

"Oh, it's nothing. Don't worry about it." The Stromtrooper stated not noticing the Jedi getting away...

* * *

Luke, Han, Chewbacca, Leia, Sora, Riku, Kairi, Ashoka, and the other X-Men run down an empty hallway and stop before a bay window overlooking the Millennium Falcon. Stormtroopers were milling about the ship. Sora takes out the comlink as Han told them, "There she is."

"C-3PO, do you copy?" Sora asked. The droid replied, _"For the moment. Uh, we're in the main hangar across from the ship."_

"We're right above you. Stand by." Sora told them. Han is watching the dozen or so troops moving in and out of the Millennium Falcon. Leia moves towards Han, touches his arm and points out the window to the ship, "You came in that thing? You're braver that I thought."

"Nice! Come on!" Han gives her a dirty look, and they start off down the hallway. Just then the heard footsteps coming and Scott were ready for a fight when Luke, Sora, and Ashoka stopped them, "Wait." Sora explained, "It's Mr. Logan."

The all saw the Wolverine walk to them, "'Bout time I found ya, the whole battle stations alert to your presence." Leia saw that his uniform was damaged in the fight and parts a red stain on it. Leia asked, "You alright?... it looked like you got quite the beating there." Logan stated, "It's ain't my blood."

Leia was stunned by this... one man with claws verse an army of Stromtroopers... man, she wished the had met these people early. With their powers, the Rebellion had a better chance against the Empire. Rogue stated, "Okay... now can we get outta here." Everyone nodded as they turned a corner and run right into twenty Imperial stormtroopers heading toward them. Both groups are taken by surprise and stop in their tracks. A Stromtrooper stated, "It's them! Blast them!"

Before even thinking, Han draws his laser pistol and charges the troops, firing. His blaster knocks one of the Stormtroopers into the air. Chewie follows his captain down the corridor, stepping over the fallen trooper on the floor. Kitty, Rogue, Riku, Storm, Ashoka and Wolverine ran after them as Logan told the others, "Get back to the ship!"

"Where are you going? Come back!" Luke called out as Sora told him, "Don't bother, they're gone."

"They certainly have courage." Leia admitted. Scott sighed, "What good will it do us if they gets themselves killed?"

"Not everyone... Mr. Logan has a healing factor!" Sora pointed out. Scott turned to him, "You know what I meant! Come on!"

Just then the alarms begin to go off down on the hangar deck. Sora, Luke, Leia, Kairi, Cycolps, Jean, Nightcraller, and Spyke start off toward the starship hangar...

* * *

Han chased the Stormtroopers down a long sub-hallway. He is yelling and brandishing his laser pistol. Han stops a few feet from them and assumes a defensive position. The troops begin to raise their laser guns. Soon all ten troopers are moving into an attack position in front of the lone star pirate. Han's determined look begins to fade as more troops begin to advance. Solo jumps backward as they fire at him.

Chewbacca, Wolverine, Storm, Ashoka, Kitty and Rogue ran down the sub-hallway, Rogue muttered, "If we all die because of him, I'm going to kill him!" Suddenly they hears the firing of laser guns and yelling. Ashoka muttered, "That does sound good."

"It's a trap!" Wolverine exclaimed. Around the corner shoots Han, pirate extraordinaire, running for his life, followed by a host of furious Stormtroopers. Kitty exclaimed, "THAT'S LIKE ALLOT OF STORMTROOPERS!" Storm told everyone, "There's too many and we've been in this death machine long enough! Run!" Everyone turns and starts running the other way also...

* * *

Luke fires his laser pistol and Scott fired his optic blast wildly as he, Leia, Sora, Kairi, Jean, Kurt, and Evan rush down a narrow subhallway, chased by several Stormtroopers. They quickly reach the end of the subhallway and race through an open hatchway.

They race through the hatch onto a narrow bridge that spans a huge, deep shaft that seems to go into infinity. The bridge has been retracted into the wall of the shaft, and Luke almost rushes into the abyss. He loses his balance off the end of the bridge as Sora and Leia takes hold of his arm and pulls him back. Luke gasped, "I think we took a wrong turn.

Blasts from the Stormtroopers' laser guns explode nearby reminding them of the oncoming danger. Luke and Cyclops fired back at the advancing troops. Leia reaches over and hits a switch that pops the hatch door shut with a resounding boom, leaving them precariously perched on a short piece of bridge overhang. Laserfire from the troopers continues to hit the steel door. Leia turned to them as she exclaimed, "There's no lock!"

Luke blasts the controls with his laser pistol, "That oughta hold it for a while." Kairi nodded, "Yeah but we're still trapped."

"Quick, we've got to get across. Find the control that extends the bridge." Leia told them as Kurt stated, "Uh, I think Luke just blasted it." Luke smiled sheepishly as Jean exclaimed, "They're coming through!"

"I think they're the least of our worries!" Sora stated. Just then, the Darkside like Heartless started rising from the abyss. Jean groaned, "Oh, Come on!"

"Sora! Kairi! You two deal with the Heartless! Nightcrawller! Get us to the other side!" Sora and Kairi nodded as they held hands as Sora flew them to the Heartless as Luke and Leia stared at Sora in shock, "He can fly?!"

"Yeah, that's a long story..." Evan stated as when laserfire hits the wall behind him. Luke aims his laser pistol at a Stormtrooper perched on a higher bridge overhang across the abyss from them. They exchange fire. Scott and Evan joined in with spikes and optic blasts. Two more troops appear on another overhang, also firing. Scott blasted a trooper off the legde as Spyke disarmed another with a spike. Sora and Kairi attacked the giant Heartless. Cutting them down one by one. Luke turned to Kurt, "Go! We'll cover you!"

Kurt nodded as he took Jean and Evan and teleported them to the other side as Scott and Luke provided cover fire. Leia stated, "Your brother have some interesting friends." Luke nodded, "Yeah, and I'm not complaining!" Sora and Kairi were standing on the shoulders of a Darkseid as the attacked it. As it faded back into the darkness, Sora flew in a caught Kairi, she smirked as she pecked him, "My hero." He smirked as he flew her to the other side with Evan and Jean. Sora told them, "Go, while the Heartless are gone!"

Another Stromtrooper standing on the bridge overhang is hit by Luke and Scott's laserfire, and plummets down the shaft. Stromtroopers move back off the bridge as Kurt teleported Scott acrossed. Luke hands the gun to Leia, " Kurt distract them! Here, hold this. I have an idea!"

Kurt then telported to the Stromtroopers aLuke pulls a thin nylon cable from his trooper utility belt. It has a grappler hook on it. A Stormtrooper appears on a bridge overhang and fires at Luke and Leia. As Luke works with the rope, Leia returns the laser volley. Another Stromtrooper appears ahead of Kurt's fight with the rest and fires at them, as Leia returns fire as well. Suddenly, the hatch door begins to open, revealing the feet of more troops. Kairi gasped, "Here they come!"

Leia hits one of the Stormtroopers on the bridge above, and he falls into the abyss. Luke tosses the rope across the gorge and it wraps itself around an outcropping of pipes. He tugs on the rope to make sure it is secure, then grabs the princess in his arms. We're good, Kurt! Go!"

Kurt nodded and teleported to the other side. Leia turned to Luke, then kisses him quickly on the lips. Luke is very surprised as Leia added, "For luck!"

Luke pushes off and they swing across the treacherous abyss to the corresponding hatchway on the opposite side. Just as Luke and Leia reach the far side of the canyon, the Stormtroopers break through the hatch and begin to fire at the escaping duo. But before Luke could return fire, more Heartless showed up and attacked the Stormtroopers. Leia wondered, "Whose side are they on?"

"Their own. Now, let's move before they come after us." Sora answered. Leia turned to him, "The monsters or the Stromtroopers?"

"Both." Sora answered. Everyone nodded as they ran off as Kairi turned to Sora who had a very disturbed look, "What's the matter?"

"I don't know why but... I felt very disturbed with Leia kissing Luke. Like a sister making out with their brother." Sora replied. Kairi nodded, "That IS disturbing... but I'm sure that's not the case because I'm certain Ben would have mentioned something."

"Yeah, you're probably right. It's probably nothing." Sora nodded as they ran up to catch up with the others...

Ben hides in the shadows of the narrow passageway as several Stromtroopers rush past him in the main hallway. He checks to make sure they're gone, then runs down the hallway in the opposite direction. Darth Vader appears at the far end of the hallway and starts after the old Jedi...

Threepio looks around at the troops milling about the Millennium Falcon's entry ramp. The droid wondered, "Where could they be?

Artoo, plugged into the computer socket, turns his dome left and right, beeping a response...

* * *

Han, Chewbacca, Riku, Wolverine, Storm, Ashoka, Kitty, and Rogue ran down a long corridor with several Stromtroopers hot on their trail, "Close the blast doors!"

At the end of the hallway, blast doors begin to close in front of them. Everyone race past the huge doors just as they are closing, and Han manage to get off a couple off laserblasts at the pursuing troops before the doors slam shut. Kitty was the last and she phased through the door. The Stromtrooper ordered, "Open the blast doors! Open the blast doors!"

"Make up your minds will ya! That's it! I'm going on my lunch break!" Stan Lee told the from the control room as he drank through a Rebels cup and left the control room...

* * *

Ben hurries along one of the tunnels leading to the hangar where the Millennium Falcon waits. Just before he reaches the hangar, Darth Vader steps into view at the end of the tunnel, not ten feet away with his red lightsaber. Ben also ignites his and as they both stepped forward. Vader told him, "I've been waiting for you, Obi-Wan. We meet again, at last."

Vader and Obi-Wan raised their lightsabers at each other as Vader continued, "The circle is now complete. When I met you, I was but the learner, now I am the master."

Your only a master of evil, Darth." The two Galactic warriors stand perfectly still for a few moments, sizing each other up and waiting for the right moment. Ben seems to be under increasing pressure and strain, as if an invisible weight were being placed upon him. He shakes his head and, blinking, tries to clear his eyes.

Ben makes a sudden lunge at the huge warrior but is checked by a lightning movement of The Sith. A masterful slash stroke by Vader is blocked by the old Jedi. Another of the Jedi's blows is blocked, then countered.

Ben moves around the Dark Lord and starts backing into the massive starship hangar. The two powerful warriors stand motionless for a few moments with laser swords locked in mid-air, creating a low buzzing sound. Vader stated, "Your powers are weak, old man."

"You can't win, Darth. If you strike me down, I shall become more powerful than you can possibly imagine." Their lightsabers continue to meet in combat...

* * *

Han Solo, Chewbacca, Logan, Riku, and Ashoka their weapons in hand,with Storm, Rogue and Kitty leaning back against the wall surveying the forward bay, watching the Imperial stormtroopers make their rounds of the hangar. Han sighed, "Didn't we just leave this party?"

"They ain't so tough." Wolverine stated. Chewbacca growls a reply, as Sora and the others join them. Han wondered, "What kept you?"

"We ran into some old friends." Leia stated. Sora added, "And the Heartless gave us some trouble."

"Is the ship all right?" Jean asked. Han nodded, "Seems okay, if we can get to it. Just hope the old man got the tractor beam out of commission."

"I'll take care of them." Logan stated. He moved in but Ashoka stopped him, "How about without alerting the rest of them to our presence?" Riku stated, "Then anyone have any bright ideas to get past them."

Vader and Ben Kenobi continue their powerful duel. As they hit their lightsabers together, lightning flashes on impact? Stormtroopers look on in interest as the old Jedi and Dark Lord of The Sith fight. Suddenly Luke spots the battle from his group's vantage point, "Look!"

Everyone look up and see Ben and Vader emerging from the hallways on the far side of the docking bay. Threepio and Artoo-Detoo are in the center of the Death Star's Imperial docking bay, "Come on, Artoo, we're going!"

Threepio ducks out of sight as the seven Stormtroopers who were guarding the Millennium Falcon rush past them heading towards Ben and The Sith Knight. He pulls on Artoo. The heroes tensely watch the duel. The troops rush toward the battling knights. Han told him, "Now's our chance! Go!"

They start for the Millennium Falcon. Ben sees the troops charging toward him and realizes that he is trapped. Vader takes advantage of Ben's momentary distraction and brings his mighty lightsaber down on the old man. Ben manages to deflect the blow and swiftly turns around. As everyone ran tu the ship, Sora stopped to whisper, "Ben?" Sora stared at his father's best friend confront his father's killer. The old Jedi Knight looks over his shoulder at Sora, lifts his sword from Vader's then watches his opponent with a serene look on his face. Vader brings his sword down, cutting old Ben in half. Ben's cloak falls to the floor in two parts, but Ben is not in it. Everyone was horrified by this. Ben was gone, everyone was at lost of words except Sora, who exclaimed, "NO!"

The Stormtroopers turn toward Sora and begin firing at him the driods were already moving up the ramp into the Millennium Falcon, while Sora, summoned his Keyblade and fought back but either deflecting the lasers back at them or smacking at them with his Keyblade. Leia told him,"Sora, it's too late!" Vader is puzzled at Ben's disappearance and pokes at the empty cloak. Vader looks up as he stared at the boy he saw a familiar looking Lightsaber attached to his belt and that he had a Keyblade. All thought of the apprentice of Skywalker had been replaced by this boy. He began to advances toward him, as one of his troopers is struck down. Han told him, "Blast the door! Kid!"

Sora aimed his Keyblade at the door and exclaimed, "FIRE!" A fire ball struck the door control panel, and it explodes. The door begins to slide shut. Three troopers charge forward firing laser bolts, as the door slides to a close behind them, shutting Vader and the other troops out of the docking bay. A Stormtrooper lies dead at the feet of his onrushing compatriots. Sora starts for the advancing troops, as everyone but Kairi and Luke move up the ramp into the Falcon. Luke told him, "Sora... We gotta go before it's too late!"

Sora deflects a blaster bolt, hitting a stormtrooper, who crumbles to the floor. Kairi called out, "Sora, don't let Ben die in vain! Please!" Sora paused at Kairi's words as Ben voice spoke through his head, "Run, Sora! Run!"

Luke looks around to see where the voice came from. He turned toward the Millennium Falcon as Sora and Luke brought him inside, ducking Imperial gunfire from the Stormtroopers and races into the ship...

* * *

Han pulls back on the controls and the ship begins to move. The dull thud of laser bolts bouncing off the outside of the ship as Chewie adjusts his controls. Han muttered, "I hope the old man got that tractor beam out if commission, or this is going to be a real short trip. Okay, hit it!"

Chewbacca growls in agreement. The Millennium Falcon powers away from the Death Star docking bay, makes a spectacular turn and disappears into the vastness of space. Storm asked, "Well..."

"Looks like the old man did it! We're free!" Han smirked. Storm frowned, "I just wished we all could have made it." Meanwhile, Sora was saddened by the loss of Obi-Wan Kenobi, stares off blankly as the robots look on. Kairi puts a blanket around him protectively, and Sora turns and looks up at her. She sat down beside him. Everyone was also silent of the death of the old Jedi Knight...

* * *

Han Solo spots approaching enemy ships. Storm wondered, "What is it?" Han replied, "We're coming up on the sentry ships. Looks like the Empire's not letting us leave with out a fight." Han turned to the Wookiee, "Hold 'em off! Angle the deflector shields while I charge up the main guns!"

* * *

Sora looks downward sadly, shaking his head back and forth, as the princess smiles comfortingly at him. Kairi wondered, "You gonna be okay?" Sora frowned, "I can't believe he's gone. We don't even have a body to burry."

Artoo-Detoo beeps a reply as Leia walked up and reassured him, "There wasn't anything you could have done." Han rushes into the hold area where everyone was sitting. Han told them, "Come on, we're not out of this yet! I need someone to co-polit and some else to help me take down those fighters. Sora eyes narrowed, "I can fly..."

"You sure." Han asked. Sora nodded, "I can fly anything... just take out those fighters." Luke turned to Han, "I'll help you take them out then." Han nodded as they ran to the gunports as Sora, Kairi, Leia, Scott, and Jean ran to the pilot seat with Chewie. Solo climbs into his attack position in the topside gunport. Luke gets up and moves out toward the gunports. Luke climbs down the ladder into the gunport cockpit, settling into one of the two main laser cannons mounted in large rotating turrets on either side of the ship. Han adjusts his headset as he sits before the controls of his laser cannon, then speaks into the attached microphone.

"You in, kid? Okay, stay sharp!" Han told Luke. Chewbacca and Sora search the heavens for attacking TIE fighters. The Wookiee pulls back on the speed controls as the ship bounces slightly. Computer graphic readouts form on Solo's target screen, as Han reaches for controls. Luke sits in readiness for the attack, his hand on the laser cannon's control button. Chewbacca spots the enemy ships and barks. Sora spoke through the intercom, "Here they come!"

The Imperial TIE fighters move towards the Millennium Falcon, one each veering off to the left and right of the pirateship. The stars whip past behind the Imperial pilot as he adjusts his maneuvering joy stick. The TIE fighter races past the Falcon, firing laser beams as it passes.

Threepio is seated in the hold area, next to Artoo-Detoo and the others. Logan stated, "C'mon, kid, you got this. " The pirateship bounces and vibrates as the power goes out in the room and then comes back on. A TIE fighter maneuvers in front of Han, who follows it and fires at it with the laser cannon. Luke does likewise, as the fighter streaks into view. The ship has suffered a minor hit, and bounces slightly. Two TIE fighters dive down toward the Falcon. Luke fires at an unseen fighter, "They're coming in too fast!"

Sora and Chewie controled the Falco to dodge the laserbolts streak from all the craft. The ship shudders as a laserbolt hits very close to the cockpit. The Wookiee chatters something to Sora. Full shot of a TIE fighter as it moves fast through the frame, firing on the pirate starship. The two TIE fighters fire a barrage of laserbeams at the Millennium Falcon. A laserbolt streaks into the side of the pirateship. The ship lurches violently, throwing poor Threepio into a cabinet fill of small computer chips, "Oooh!"

Leia watches the computer readout as Chewbacca manipulates the ship's controls. Sora groaned as he exclaimed, "We've lost lateral controls." Han reassured them, "Don't worry, she'll hold together." An enemy laserbolt hits the pirateship's control panel, causing it to blow out in a shower of sparks. Han told his ship, "You hear me, baby? Hold together!"

R2-D2 advances toward the smoking sparking control panel, dousing the inferno by spraying it with fire retardant beeping all the while. Luke swivels in his gun mount, following the TIE fighter with his laser cannon. Solo aims his laser cannon at the enemy fighter. A TIE fighter streaks in front of the starship. Everyone watched the TIE fighter ship fly over. A TIE fighter heads right for the pirateship, then zooms overhead. Luke follows the TIE fighter across his field of view, firing laserbeams from his cannon. A TIE fighter dives past the Falcon.

Luke fires at a TIE fighter. At his port, Han follows a fighter in his sights, releasing a blast of laserfire. He connects, and the fighter explodes into fiery dust. Han laughs victoriously. Two TIE fighters move toward and over the Millennium Falcon, unleashing a barrage of laserbolts at the ship. Another TIE fighter moves in on the pirateship and Luke, smiling, fires the laser cannon at it, scoring a spectacular direct hit, "Got him! I got him!" Han turns and gives Luke a victory wave which Luke gleefully returns, "Great kid! Don't get cocky."

Han turns back to his laser cannon. Two more TIE fighters cross in front of the pirateship. While Chewbacca manipulates the controls, Leia turns, looking over her shoulder out the ports, "There are still two more of them out there!" Sora added, "You gotta take them out or we're never getting out of here."

A TIE fighter moves up over the pirateship, firing laserblasts at it. Luke and Han look into their respective projected target screens. An Imperial fighter crosses Solo's port, and Han swivels in his chair, following it with blasts from his laser cannon. Another fighter crosses Luke's port, and he reacts in a like manner, the glow of his target screen lighting his face. The TIE fighter zooms toward the pirateship, firing destructive blasts at it.

Luke fires a laserblast at the approaching enemy fighter, and it bursts into a spectacular explosion. Luke's projected screen gives a readout of the hit. The pirateship bounces slightly as it is struck by the enemy fire. The last of the attacking Imperial TIE fighters looms in, firing upon the Falcon. Solo swivels behind his cannon, his aim describing the arc of the TIE fighter. The fighter comes closer, firing at the Millennium Falcon, but a well-aimed blast from Solo's laser cannon hits the attacker, which blows up in a small atomic shower of burning fragments. Luke beamed, "That's it! We did it!"

The princess jumps up and gives Chewie and Sora a congratulatory hug, "We did it!" Threepio lies on the floor of the ship, completely tangled in the smoking, sparking wires, "Help! I think I'm melting!" He then turned to R2, "This is all your fault." Artoo turns his dome from side to side, beeping in response as Kitty and Rogue helped to golden droid. The victorious Millennium Falcon moves off majestically through space...

* * *

Darth Vader strides into the control room, where Tarkin is watching the huge view screen. A sea of stars is before him. Tarkin asked, "Are they away?" The Sith Lord replied, "They have just made the jump into hyperspace."

"You're sure the homing beacon is secure aboard their ship? I'm taking an awful risk, Vader. This had better work." Tarkin told him. Vader said nothing in return as he continued to think about that boy with the Keyblade...

* * *

Han, removes his gloves and smiling, is at the controls of the ship. Chewie moves into the aft section to check the damage while Sora went to check on the rest of his friends. Leia is seated near Han, "Not a bad bit of rescuing, huh? You know, sometimes I even amaze myself."

"That doesn't sound too hard. Besides, they let us go. It's the only explanation for the ease of our escape." Leia told him. Han raised an eyebrow, "Easy... you call that easy?"

"Their tracking us!" Leia argued. Han shook his head, "Not this ship, sister." Leia shook her head, "At least the information in Artoo is still intact." Han wondered, "What's so important? What's he carrying?"

"The technical readouts of that battle station. Rogue One gave their lives to get this to me. I only hope that when the data is analyzed, a weakness can be found. It's not over yet!" Leia told him. Han corrected, "It is for me, sister! Look, I ain't in this for your revolution, and I'm not in it for you, Princess. I expect to be well paid. I'm in it for the money!"

"You needn't worry about your reward. If money is all that you love, then that's what you'll receive!" She angrily turns, and as she starts out of the cockpit, passes Luke coming in, "Your friend is quite a mercenary. I wonder if he really cares about anything... or anyone."

"I care!" Luke called out as she left. Luke, shaking his head, sits in the copilot seat. He and Han stare out at the vast blackness of space, "So... what do you think of her, Han?"

"I'm trying not to, kid!" Han replied. Luke spoke under his breath, "Good..." Although, Han had to admit, "Still, she's got a lot of spirit. I don't know, what do you think? Do you think a princess and a guy like me..."

"No!" Luke says it with finality and looks away. Han smiles at young Luke's jealousy. Meanwhile, Leia walked up to the X-Men and Ashoka who were congratulating Sora's polit skills. The turn to them as she thanked them, "I'd like to thank you for trying to deliver the plans to Alderaan... and to come and rescue me."

"Hey, it's no problem... I just wished we could have gotten there sooner. Maybe then..." Scott replied sadly. Leia reassured them, "I'm sure you did all you could... and I can see you were all close to Obi-Wan."

"None more than Sora... Obi-Wan has been looking out for him ever since his parents died." Kurt explained. Leia turned to Sora, "Is that so?"

"Yeah... my dad was a Jedi and my mom was a senator. Honestly, part of the reason I'm here is because I mistook you for my mother." Sora admitted. Leia was shocked by this, as Sora continued, "I know that she's... but still I had to have..."

"It's okay... it's okay to have hope. Rebellions are built on hope. It's what we fight for when all seems lost." Leia reassured him. Sora nodded, "Yeah... just wish Ben could have made it."

"So do I." Leia replied. Scott spoke up, "So, where we going?" Leia replied, "Yavin 4. That's where the Rebel base is."

"Are we sure the Empire aren't going to follow us there?" Logan asked. Leia nodded, "I'm 100% sure they are... that's why we're going to lay a trap for them. We're going to destroy that weapon before it's used again."

"How can we help?" Jean asked. Leia told them, "I'll explain when we get there. But we'll need polits. Good ones." Sora stood up, "Ben and my parents died so I could one day stop the Empire... I'm in." Luke walked in, "If Sora's in, then I'm in too."

Leia smiled, "Good to hear..."

* * *

The Millennium Falcon drifts into orbit around the planet Yavin and proceeds to one of its tiny green moons. The Falcon soared over the dense jungle. An alert guard, his laser gun in hand, scans the countryside. He sets the gun down and looks toward the temple, barely visible in the foliage. The ship came up to an ancient temple that lied shrouded in an eerie mist. The air is heavy with the fantastic cries of unimaginable creatures. Han, Luke, Sora, Leia, Chewbacca, C-3PO, R2-D2 and the others are greeted by the Rebel troops. Sora and the group ride into the massive temple on an armored military speeder.

The military speeder stops in a huge spaceship hangar, set up in the interior of the crumbling temple. The X-Men was in awe of the rebel base. Willard, the commander of the Rebel forces, rushes up to the group and gives Leia a big hug, "You're safe! We had feared the worst."

Willard composes himself, steps back and bows formally, "When we heard about Alderaan, we were afraid that you were... lost along with your father."

"We don't have time for our sorrows, Commander. The battle station has surely tracked us here. It's the only explanation for the ease of our escape. You must use the information in this R2 unit to plan the attack. It is our only hope." Leia told him. Ashoka added, "There is some good news, we have two pilots willing to fight for the rebellion." Willard nodded, "We're going to need them, now let's take a look at those plans."

* * *

The surface of the Death Star ominously approaches the red planet Yavin. Grand Moff Tarkin and Lord Vader are interrupted in their discussion by the buzz of the comlink. Tarkin moves to answer the call, "Yes?"

 _"We are approaching the planet Yavin. The Rebel base is on a_ _moon on the far side. We are preparing to orbit the planet."_ The officer told them. Tarkin smirked...

* * *

A lone guard stands in a tower high above the Yavin landscape, surveying the countryside. A mist hangs over the jungle of twisted green. An senator Dodonna stood before a large electronic wall display. Leia and several other senators are to one side of the giant readout. The low-ceilinged room is filled with starpilots, navigators, and a sprinkling of R2-type droids. The X-Men stood alongside Sora and Luke as they listen to the plan. Han and Chewbacca are standing near the back and listened in as well. Dodoma told everyone, "The battle station is heavily shielded and carries a firepower greater than half the star fleet. It's defenses are designed around a direct large-scale assault. A small one-man fighter should be able to penetrate the outer defense."

Gold Leader, a rough looking man in his early thirties, stands and addresses Dodonna, "Pardon me for asking, sir, but what good are snub fighters going to be against that?"

"Well, the Empire doesn't consider a small one-man fighter to be any threat, or they'd have a tighter defense. An analysis of the plans provided by Princess Leia, who recieved that thanks to the actions of Rogue One, has demonstrated a weakness in the battle station created by Galan Erso." Artoo-Detoo stands next to a similar robot, makes beeping sounds, and turns his head from right to left as the senator continued, "The approach will not be easy. You are required to maneuver straight down this trench and skim the surface to this point. The target area is only two meters wide. It's a small thermal exhaust port, right below the main port. The shaft leads directly to the reactor system. A precise hit will start a chain reaction which should destroy the station." A murmur of disbelief runs through the room as he continued, "Only a precise hit will set up a chain reaction. The shaft is ray-shielded, so you'll have to use proton torpedoes.

Luke was sitting next to Wedge Antilles, a hotshot pilot about sixteen years old, "That's impossible, even for a computer." Luke shook his head, "It's not impossible. I used to bull's-eye womp rats in my T-sixteen back home. They're not much bigger than two meters." Sora added, "And I've defeated monsters that size from a distance, we can do this."

"Man your ships! And may the Force be with you!" Donna told everyone. The group rises and begins to leave. Before Sora and Luke could leave, Ashoka walked up to them, "Wait a moment, there's something I need to show you before you leave." Luke and Sora looked to eachother in confusion before they and the X-Men followed the grey Jedi...

* * *

The Death Star begins to move around the planet toward the tiny green moon. Tarkin and Vader watch the computer projected screen with interest, as a circle of lights intertwines around one another on the screen showing it's position in relation to Yavin and the forth moon. The computer told them, "Orbiting the planet at maximum velocity. The moon with the Rebel base will be in range in thirty minutes."

"This will be a day long remembered. It has seen the end of Kenobi and it will soon see the end of the Rebellion as well as Skywalker's appentice." Tarkin in looked to Vader, "What seems to be troubling you, Lord Vader?"

"The boy who helped rescued the princess... Kenobi had protecting him from me... And he had a Keyblade..." Vader told him. Tarkin wondered, "Are you certain? I thought Keyblades were pure fiction." Vader replied, "They were just as real as the Jedi were but they were long believed to extinct and it was extremely rare that they had the power of the Force. That boy had both... I want to know who he is and why Kenobi was protecting him."

"Well... That will matter little since he will soon be destroyed along with the Rebels and Ashoka Tano." Tarkin replied. Vader said nothing in response as they awaited the Death Star to be in range...

* * *

Everyone enter the huge spaceship hangar and hurry along a long line of gleaming spacefighters. Flight crews rush around loading last-minute armaments and unlocking power couplings. In an area isolated from this activity Luke finds Han and Chewbacca loading small boxes onto an armored speeder as man's voice spoke over the loud speakers, "All flight trooper, man your stations. All flight troops, man your stations."

As the X-Men followed Ashoka, Sora and Luke stop to see Han and Chewie. Han was deliberately ignoring the activity of the fighter pilots' preparation. Luke and Sora is quite saddened at the sight of their friend's departure. They walked up to him as Luke asked, "So... you got your reward and you're just leaving then?"

"That's right, yeah! I got some old debts I've got to pay off with this stuff. Even if I didn't, you don't think I'd be fool enough to stick around here, do you?" Han answered as he turned to them, "Why don't you two come with us? You're both pretty good in a fight. I could use the two of you."

"Come on! Why don't you take a look around? You know what's about to happen, what they're up against. They could use a good pilot like you. You're turning your back on them." Sora told Han. The space pirate shook his head, "What good's a reward if you ain't around to use it? Besides, attacking that battle station ain't my idea of courage. It's more like suicide."

"All right. Well, take care of yourself, Han. I guess that's what you're best at, isn't it?" Luke told him as he turned to leave. Sora added, "You know, you remind me of a few friends of mine. They were like you once... only cared about their job and money but in the end, they were willing to stop a threat that was believed to be suicide because they cared for their friends and protecting the innocent more than their jobs and money. The became heroes... I hope one day, you find Hero's strength too. Good-bye, Han." Sora turned to leave with his brother and Han hesitates, then calls to them, "Hey, Luke, Sora..." They turned to Han as he told them, "May the Force be with you."

Luke lifts his hand in a small wave as Sora nodded and then goes off to rejoin the rest of their friends. Han turns to Chewie who growls at his captain, "What're you lookin' at? I know what I'm doing."

Ashoka lead them to one of the hangs and proceeded to open one of the garages, "As you know, Senator Bail Organa, was a close friend to the Jedi, so, after the two of you were born, we requested him to hold on something that belonged to your father..." As the garage door opened it revealed a old yellow starfighter as everyone stared in amazement as Ashoka explained, "This was your father's ship, the only Eta-2 Actis-class interceptor left in the galaxy. I figured he'd want it to go with one of the two of you."

Luke and Sora cheeked out the ship before Sora turned to Luke, "You take it... I already have our father's lightsaber and droids... you should have it." Luke shook his head, "No, you take it... Ben was your friend and you saved my life today from that Heartless. It belongs to you."

"Really? Are you sure?" Sora asked his twin brother. Luke smiled and nodded, "I'm sure..." Sora smiled, "Thanks, Luke. If we make it through this, we've got allot of catching up to do." Luke chuckled, "I hear ya!" As Sora began to prep his father's ship, Leia turned to his brother, "What's wrong?"

"Oh, it's Han! I don't know, I really thought he'd change his mind." Luke frowned as Leia replied, "He's got to follow his own path. No one can choose it for him." Sora promised, "He'll be back..."

"What makes you so sure?" Leia asked. Sora smirked, "I feel it... I don't think Han's a guy who'd turn his back on his friends. He just needs time." Sora then sighed sadly, "I only wish Ben were here." Kairi walked up to Sora and gives Luke a little kiss, "He's here in spirit. He's in God's hands now." Scott frowned, "Wish you can help out more."

"You still can, if something goes wrong and we aren't able to destroy the Death Star in time... you can find the Keyhole and get the Rebels to Earth. The Empire still don't know about it." Riku nodded, "We can do that..." Kitty added, "Just promise you or your brother don't get yourselves killed out there." Sora and Luke nodded, "We promise." Withe that everyone turned to leave as Luke heads for his ship, another pilot rushes up to him and grabs his arm, "Luke! I don't believe it! How'd you get here... are you going out with us?!"

"Biggs! Of course, I'll be up there with you! Listen, have I got some stories to tell..." Luke told him. Sora asked, "Who's this?" Luke introduced, "Sora, this is my best friend, Biggs Darklighter. Biggs, this is Sora Skywalker, my long lost twin brother."

"Nice to meet you, Sora." Biggs shook hands with Sora. He replied, "Nice to meet you too. Any friend of Luke's is a friend of mine." Just then Red Leader, a rugged man in his forties, comes up behind Luke, Sora, and Biggs. He has the confident smile of a born leader, "Are you... Luke and Sora Skywalker? Are you sure you can handle this ship?"

"Sir, Luke is the best bushpilot in the outer rim territories and I'm sure his brother is just as good. Red Leader pats Luke and Sora on the back as they stop in front of his fighter, "I met your father once when I was just a boy, he was a great pilot. You'll do all right. If you two have got half of your father's skill, you'll do better than all right."

"Thank you, sir. We'll try." Luke and Sora smiled. Red Leader hurries to his own ship as Biggs told them, "I gotta get aboard. We'll hear all your stories

when we get back, all right?"

"All right. Hey, Biggs. I told you I'd make it someday." Luke smirked. Biggs nodded. "It'll be like old times, Luke. They'll never stop us."

Luke laughs and shakes his head in agreement. Sora turned to his brother, "I'll see you up there!" Luke nodded, "See you up there!" They then headed for their ships. As Sora begins to climb into his father's spaceship, the crew chief, who is working on the craft, points to little Artoo, who is being hoisted into a socket on the back of the fighter, "This R2 unit of your seems a bit beat up. Do you want a new one?"

"Not on your life! That little droid and I have been through a lot together plus he's belonged to my parents." Sora shook his head as he turned to the blue astromech, "You okay, Artoo?"

The crewmen lower Artoo-Detoo into the craft. Now a part of the exterior shell of the starship, the little droid beeps that he is fine. Soraclimbs up into the cockpit of his fighter and puts on his seat bleat. Threepio looks on from the floor of the massive hangar as the crewmen secure his little electronic partner into Sora's ship, "Hang on tight, Artoo, you've got to come back."

Artoo beeps in agreement as Threepio asked, "You wouldn't want my life to get boring, would you?" Artoo whistles his reply. All final preparations are made for the approaching battle. The hangar is buzzing with the last minute activity as the pilots and crewmen alike make their final adjustments. The hum of activity is occasionally trespassed by the distorted voice of the loudspeaker issuing commands. Coupling hoses are disconnected from the ships as they are fueled. Cockpit shields roll smoothly into place over each pilot. A signalman, holding red guiding lights, directs the ships. Sora began to finishes powering up his ship when he heard Ben's voice, _"Sora, the Force will be with you."_

Sora looked around for the source of the voice but shakes it off as he prepared for take off. All that can be seen of the fortress is a lone guard standing on a small pedestal jutting out above the dense jungle. The muted gruesome crying sounds that naturally permeate this eerie purgatory are overwhelmed by the thundering din of ion rockets as the X-Wings, Y-Wings, and the Eta-2 Actis-class interceptor catapult from the foliage in a tight formation and disappears into the morning cloud cover...

* * *

The princess, Threepio, Riku, Kairi, the X-Men, and a field commander sit quietly before the giant display showing the planet Yavin and it's four moons. The red dot that represents the Death Star moves ever closer to the system. A series of green dots appear around the fourth moon. A din of indistinct chatter fills the war room, "Stand-by alert. Death Star approaching. Estimated time to firing range, fifteen minutes."

"Alright... Riku, Kairi... you gotta find that Keyhole and be ready if something goes wrong." Logan told them. They two Keyblade weilders nodded as Scott asked, "So, what can we do." Logan told him, "Keep in contact with Sora and Luke. Pray for a miracle. That's all we can do."

* * *

The Death Star slowly moves behind the massive yellow surface of Yavin in the foreground, as many fighters flying in formation zoom toward us and out of the frame. Light from a distant sun creates an eerie atmospheric glow around a huge planet, Yavin. Rebel fighters flying in formation settle ominously in the foreground and very slowly pull away.

Red Leader lowers his visor and adjusts his gun sights, looking to each side at his wing men, "All fighters report in." Sora listened to the fighters check in, _"Red Ten standing by."_

 _"Red Seven standing by."_

 _"Red Three standing by."_ Biggs voice spoke up.

 _"Red Six standing by."_

 _"Red Nine standing by."_

 _"Red Two standing by."_ Spoke the voice of Wedge.

 _"Red Eleven standing by."_

 _"Red Five standing by."_ Sora heard his brother's voice check in. Sora then checked in, "Red Twelve standing by." Artoo-Detoo, in position outside of the fighter, turns his head from side to side and makes beeping sounds. Red Leader then ordered, _"Lock S-foils in attack position."_

The group of X-wing fighters move in formation toward the Death Star, unfolding the wings and locking them in the "X" position. Sora's ship wings unfolded as he muttered, "So, cool..."

 _"We're passing through their magnetic field."_ Biggs reported as Red Leader told them, _"Hold tight!"_

Luke and Sora adjusts their controls as he concentrates on the approaching Death Star. The ship begins to be buffeted slightly. Red leaeder ordered, _"Switch your deflectors on. Double front!"_

The fighters, now X-shaped darts, move in formation. The Death Star now appears to be a small moon growing rapidly in size as the Rebel fighters approach. Complex patterns on the metallic surface begin to become visible. A large dish antenna is built into the surface on one side. Wedge eyes widened, _"Look at the size of that thing!"_

 _"Cut the chatter, Red Two. Accelerate to attack speed. This is it, boys!"_ Red Leader said in response. As the fighters move closer to the Death Star, the awesome size of the gargantuan Imperial fortress is revealed. Half of the deadly space station is in shadow and this area sparkles with thousands of small lights running in thin lines and occasionally grouped in large clusters; somewhat like a city at night as seen from a weather satellite. Gold leader reported, _"Red Leader, this is Gold Leader."_

 _"I copy, Gold Leader."_ Red leader replied as Gold Leader continued, _"We're starting for the target shaft now."_ Red Leader looks around at his wingmen; the Death Star looming in from behind. Two Y-wing fighters bob back and forth in the background. He moves his computer targeting device into position. Red Leader told him, _"We're in position. I'm going to cut across the axis and try and draw their fire."_

Two squads of Rebel fighters peel off. The X-wings and Sora's ship dive towards the Death Star surface. A thousand lights glow across the dark grey expanse of the huge station.

* * *

Meanwhile, in the Death Star alarms sirens scream as soldiers scramble to large turbo-powered laser gun emplacements. Electronic drivers rotate the huge guns into position as crew adjust their targeting devices...

* * *

Laserbolts streak through the star-filled night. The Rebel X-wing fighters move in toward the Imperial base, as the Death Star aims its massive laser guns at the Rebel forces and fires...

* * *

Back on the rebel base, everyone listens to the battle over the intercom. The X-Men could hear Wedge's voice, _"Heavy fire, boss! Twenty-degrees."_

 _"I see it. Stay low."_ Red Leader told him. The X-Men prayed that their friends would be alright...

* * *

An X-wing zooms across the surface of the Death Star. Technical crews scurry here and there loading last-minute armaments and unlocking power cables. Wedge maneuvers his fighter toward the menacing Death Star. X-wings continue in their attack course on the Death Star. Luke nosedives radically, starting his attack on the monstrous fortress. The Death Star surface streaks past the cockpit window, "This is Red Five; I'm going in!"

Luke's X-wing races toward the Death Star. Laserbolts streak from Luke's weapons, creating a huge fireball explosion on the dim surface. Terror crosses Luke's face as he realizes he won't be able to pull out in time to avoid the fireball. Biggs and Sora told him, "Luke, pull up!"

Luke's ship emerges from the fireball, with the leading edges of his wings slightly scorched.

"Are you all right?" Sora asked his brother. Luke adjusts his controls and breathes a sigh of relief, "I got a little cooked, but I'm okay." Rebel fighters continue to strafe the Death Star's surface with laserbolts...

* * *

Inside the Death Star, walls buckle and cave in. Troops and equipment are blown in all directions. Stormtroopers stagger out of the rubble. Standing in the middle of the chaos, a vision of calm and foreboding, is Darth Vader. One of his Astro-Officers rushes up to him, "We count thirty-one Rebel ships, Lord Vader. But they're so small they're evading our turbo-lasers!"

"We'll have to destroy them ship to ship. Get the crews to their fighters." Vader ordered as the officer nodded and proceeded to do so. Smoke belches from the giant laser guns as they wind up their turbine generators to create sufficient power. The crew rushes about preparing for another blast. Even the troopers head gear is not adequate to protect them from the overwhelming noise of the monstrous weapon. One troopers bangs his helmet with his hand in an attempt to stop the ringing.

* * *

Back in the battle, Red Leader flies through a heavy hail of flak, _"Watch yourself. There's a lot of fire coming from the right side of that deflection tower."_ Red Three replied, _"I'm on it. I'm going in. Cover me, Porkins."_ Porkins nodded as they moved in to attack, _"I'm right with you, Red Three."_ As they flew in a destroyed a tower, Porkins ship was hit, " _I've got a problem here."_

"Eject." Biggs told him. Porkins shook his head, "I can hold it."

"Pull up!" Biggs told him. Porkins denied, "No, I'm all...Aah!" With that his ship exploded...

* * *

Meanwhile, Rogue was pacing, while everyone else continued to look at the screen as the computer reported, _"The rebel base will be in firing range in seven minutes."_

* * *

Sora flew his ship as he heard a familiar voice, _"Sora, trust your feelings."_ Sora paused but nodded as he fired at the towers. Laserbolts streak toward the onrushing Death Star surface. Several small radar emplacements erupt in flame. Laserfire erupts from a protruding tower on the surface. Luke smirked, _"Nice shot, Sora!"_

The blurry Death Star surface races past the cockpit window as a big smile sweeps across Sora's face at the success of his run. The Death Star superstructure races past Sora as he maneuvers his craft through a wall of laserfire and peels away from the surface towards the skies.

* * *

Inside the planet killer, the thunder and smoke of the big guns reverberate throughout the massive structure. Many soldiers rush about in the smoke and chaos, silhouetted by the almost continual flash of explosions. Imperial star pilots dash in unison to a line of small auxiliary hatches that lead to Imperial TIE fighters...

* * *

Princess Leia, Threepio, and the X-Men, surrounded by her generals and aides, paces nervously before a lighted computer table. On all sides technicians work in front of many lighted glass walls. Dodonna watches quietly from one corner. One of the officers working over a screen speaks into his headset, _"Squad leaders, we've picked up a new group of signals. Enemy fighters coming your way."_

* * *

Luke looks around to see if he can spot the approaching Imperial fighters, _"My scope's negative. I don't see anything."_ The Death Star's surface sweeps past as Red Leader searches the sky for the Imperial fighters, _"Keep up your visual scanning. With all this jamming, they'll be on top of you before your scope can pick them up."_

Silhouetted against the rim lights of the Death Star horizon, four ferocious Imperial TIE ships dive on the Rebel fighters. Two of the TIE fighters peel off and drop out of frame. Pan with the remaining two TIE ships.

Biggs panics when he discovers a TIE ship on his tail. The horizon in the background twists around as he peels off, hoping to lose the Imperial fighter. Red Leader pointed out, _"Biggs! You've picked one up... watch it!"_ Biggs asked, _"I can't see it! Where is he?!"_

Biggs zooms off the surface and into space, closely followed by an Imperial TIE fighter. The TIE ship fires several laserbolts at Biggs, but misses. Biggs see the TIE ship behind him and swings around, trying to avoid him, _"He's on me tight, I can't shake him..."_

Biggs, flying at high altitude, peels off and dives toward the Death Star surface, but he is unable to lose the TIE fighter, who sticks close to his tail. Luke is flying upside down. He rotates his ship around to normal attitude as he comes out of his dive, _"Hang on, Biggs, I'm coming in."_ Biggs and the tailing TIE ship dive for the surface, now followed by a fast-gaining Luke. After Biggs dives out of sight, Luke chases the Imperial fighter. In the foreground, the Imperial fighter races across the Death Star's surface, closely followed by Luke. Once Luke target the TIE fighter he opened fired destroying it, _"Got him!"\_

* * *

Darth Vader strides purposefully down a Death Star corridor, flanked by Imperial stormtroopers. Vader walked up to two of his best pilots, "Several fighters have broken off from the main group. Come with me!" The pilots nodded as they followed the Sith Lord...

* * *

A concerned Princess Leia, Threepio, Dodonna, and other officers of the Rebellion stand around the huge round readout screen, listening to the ship-to-ship communication on the room's loudspeaker. Biggs voice spoke up, "Pull in! Luke... pull in!"

"Watch your back, Luke!" Wedge added...

* * *

Meanwhile with Luke, Wedge told him, _"Watch your back! Fighter's above you, coming in!"_ Luke's ship soars away from the Death Star's surface as he spots the tailing TIE fighter. The TIE pilot takes aim at Luke's X-wing. Luke nervously works his controls. Read Leader asked Sora, _"Red Twelve... Can you see Red Five?"_

 _"There's a heavy fire zone on this side. Red Five, where are you?"_ Red Ten asked. Sora replied, "I see him, Red Ten!" Luke spots the TIE fighter behind him and soars away from the Death Star surface. Luke told him, _"I can't shake him!"_ Luke's ship soars closer to the surface of the Death Star, an Imperial TIE fighter closing in on him in hot pursuit, Sora flew his ship towards Luke as faster as possible, "I'm on him, Luke! Hold on!"

Sora dives across the horizon toward Luke and the TIE fighter. Sora moves his father's ship in rapidly. Luke reacts frantically, _"Blast it! Sora, where are you?"_

The fighter pilot watches Wedge's X-wing approach. Just then, the Eta-2 Actis-class interceptor joins him, and both unleash a volley of laserfire on the Imperial fighter. The TIE fighter explodes, filling the screen with white light. Luke's ship can be seen far in the distance. Luke looks about in relief, _"Thanks, Sora. That's two I owe you now."_

"Who's counting?" Sora replied...

* * *

Leia, Threepio, Dodonna, Ashoka, the X-Men and other Rebel officers are listening to the Rebel Fighter's radio transmissions over the war room intercom. Biggs spoke up, _"Good shooting, Sora!"_

 _"Red Leader..._ " Gold leader spoke up...

* * *

Gold Leader peels off and starts toward the long trenches at the Death Star surface pole as he continued, " _This is Gold Leader. We're starting our attack run."_ Three Y-wing fighters of the Gold group dive out of the stars toward the Death Star surface...

* * *

Leia and the others are grouped around the screen, as technicians move about attending to their duties. As Red Leader replied, _"I copy, Gold Leader. Move into position."_

* * *

Just then, three Imperial TIE ships in precise formation dive toward the Death Star surface. Darth Vader calmly adjusts his control stick as the stars whip past in the window above his head, "Stay in attack formation!"

* * *

Meanwhile, back at the base, technicians are seated at the computer readout table. Gold Leader reported, _"The exhaust post is... marked and locked in!"_ Gold Leader approaches the surface and pulls out to skim the surface of the huge station. The ship moves into a deep trench, firing laserbolts. The surface streaks past as laserfire is returned by the Death Star.

Gold Five looked around to see if enemy ships are near. His fighter is buffeted by Imperial flak. Gold Leader races down the enormous trench that leads to the exhaust port. Laserbolts blast toward him in increasing numbers, occasionally exploding near the ship causing it to bounce about, _"Switch power to front deflector screens."_ Three Y-wing skim the Death Star surface deep in the trench, as laserbolts streak past on all sides. An exterior surface gun blazes away at the oncoming Rebel fighters.

 _"How many guns do you think, Gold Five?_ " Gold leader asked. Gold five replied, _"I'd say about twenty guns. Some on the surface, some on the towers."_

* * *

Leia, Threepio, Ashoka, the X-Men, and the technicians view the projected target screen, as red and blue target lights glow. The red target near the center blinks on and off, _"Death Star will be in range in five minutes."_

* * *

The three Y-wing fighters race toward camera and zoom overhead through a hail of laserfire. Gold Leader pulls his computer targeting device down in front of his eye. Laserbolts continue to batter the Rebel craft. Gold Leader reported, _"Switching to targeting computer."_ Gold Two pulls down his targeting eye viewer and adjusts it. His ship shudders under intense laser barrage, _"Computer's locked. Getting a signal."_

As the fighters begin to approach the target area, suddenly all the laserfire stops. An eerie clam clings over the trench as the surface whips past in a blur. Gold Two replied, "The guns... they've stopped!" Gold Five looks behind him, _"Stabilize your read deflectors. Watch for enemy fighters."_ Gold Leader reported, _"They've coming in! Three marks at two ten."_

Three Imperial TIE ships, Darth Vader in the center flanked by two wingmen, dive in precise formation almost vertically toward the Death Star surface. Darth Vader calmly adjusts his control stick as the stars zoom by, "I'll take them myself! Cover me!"

 _"Yes, sir."_ His Wing man nodded. Three TIE fighters zoom across the surface of the Death Star. Vader lines up Gold Two in his targeting computer. Vader's hands grip the control stick as he presses the button. The cockpit explodes around Gold Two. As Gold Two's ship explodes, debris is flung out into space. Gold Leader looks over his shoulder at the scene. The three TIE fighters race along in the trench in a tight formation. Gold Leader panics, "I can't maneuver!"

Gold Five treid to calm Gold Leader, "Stay on target." The Death Star races by outside the cockpit window as he adjusts his targeting device. Gold Leader reported, "We're too close." The older pilot remains calm, "Stay on target!" Now he's really panicked, "Loosen up!"

Vader calmly adjusts his targeting computer and pushes the fire button. Gold Leader's ship is hit by Vader's laser. Gold Leader explodes in a ball of flames, throwing debris in all directions. Gold Five moves in on the exhaust port, _"Gold Five to Red Leader..."_

Sora looks over his shoulder at the action outside of his cockpit as he listened to the conversation, "Lost Tiree, lost Dutch."

"I copy, Gold Five." Red Leader replied. Gold leader tired to explain, "They came from behind..." One of the engines explodes on Gold Five's Y-wing fighter, blazing out of control. He dives past the horizon toward the Death Star's surface, passing a TIE fighter during his descent. Gold Five, a veteran of countless campaigns, spins toward his death. Sora looks nervously about him at the explosive battle...

* * *

Grant Moff Tarkin and a Chief Officer stand in the Death Star's control room. The officer reported, "We've analyzed their attack, sir, and there is a danger. Should I have your ship standing by?" Tarkin looked to him in shock, "Evacuate? In out moment of triumph? I think you overestimate their chances!" Tarkin turns to the computer readout screen. Flames move around the green disk at the center of the screen, as numbers read across the bottom, _"Rebel base, three minutes and closing."_

* * *

Red Leader looks over at his wingmen, _"Red Group, this is Red Leader..."_

* * *

Dodonna moves to the intercom as he fiddles with the computer keys as Red Leader continued, _"Rendezvous at mark six point one."_ Red Two spoke up, " _This is Red Two. Flying toward you."_ Biggs added, _"Red Three, standing by."_

"Red Leader, this is Base One. Keep half your group out of range for the next run." Dodonna ordered...

* * *

Red Leader nodded, _"Copy, Base One. Red Two, stay on look out. Sora, take Red Five and Three. Hold up here and wait for my signal... to start your run."_ Sora, Luke, and Biggs nodded. The fighters of Luke, Sora, and Biggs fly in formation high above the Death Star's surface. Sora peers out from his cockpit. Two X-wings move across the surface of the Death Star. Red Leader's X-wing drops down to the surface leading to the exhaust port. Red Leader looks around to watch for the TIE fighters. He begins to perspire, "This is it!"

Red Leader roams down the trench of the Death Star as lasers streak across the black heavens. A huge remote-control laser cannon fires at the approaching Rebel fighters. The Rebel fighters evade the Imperial laser blasts. Red Ten looks around for the Imperial fighters, _"We should be able to see it by now."_ From the cockpits of the Rebel pilots, the surface of the Death Star streaks by, with Imperial laserfire shooting toward them. Red Leader ordered, _"Keep your eyes open for those fighters!"_

"There's too much interference!" Red Ten told him. Three X-wing fighters move in formation down the Death Star trench. Red Ten asked, _"Red Two, can you see them from where you are?"_

Wedge looks down at the Death Star surface below, "No sign of any... wait!" Red Ten looks up and sees the Imperial fighters as Wedge told him, _"Coming in point three five."_

 _"I see them."_ Red Ten nodded. Three TIE fighters, Vader flanked by two wingmen, dive in a tight formation. The sun reflects off their dominate solar fins as they loop toward the Death Star's surface. Red Leader pulls his targeting device in front of his eyes and makes several adjustments, _"I'm in range."_ Red Leader's X-wing moves up the Death Star trench, _"Target's coming up!"_

Red Leader looks at his computer target readout screen. He then looks into his targeting device as he told them, _"Just hold them off for a few seconds."_

Vader adjusts his control lever and dives on the X-wing fighters as he ordered, "Close up formation."

The three TIE fighters move in formation across the Death Star surface. Red Leader lines up his target on the targeting device cross hairs. Vader and his wingmen zoom down the trench. Vader rapidly approaches the two X-wings of Red Ten and Red Twelve. Vader's laser cannon flashes below the view of the front porthole. the X-wings show in the center of Vader's computer screen. Red Twelve's X-wing fighter is hit by Vader's laserfire, and it explodes into flames against the trench. Red Ten works at his controls furiously, trying to avoid Vader's fighter behind him, _"You'd better let her loose."_

Red Leader is concentrating on his targeting device, _"Almost there!"_ Red Ten panics, _"I can't hold them!"_ Vader and his wingmen whip through the trench in pursuit of the Rebel fighters. Vader cooly pushes the fire button on his control stick. Darth Vader's well-aimed laserfire proves to be unavoidable, and strikes Red Ten's ship. Red Ten screams in anguish and pain. Red Ten's ship explodes and bursts into flames. Grimly, Red Leader takes careful aim and watches his computer targeting device, which shows the target lined up in the cross hairs, and fires. He beamed, _"It's away!"_

* * *

An armed Imperial Stormtrooper is knocked to the floor from the attack explosion. Other troopers scurrying about the corridors are knocked against the wall and lose their balance.

* * *

Leia and the others stare at the computer screen as Red Two spoke up, _"It's a hit!"_ However, Red Leader sadly corrected him, _"Negative."_

* * *

Red Leader looks back at the receding Death Star. Tiny explosions are visible in the distance, _"Negative! It didn't go in. It just impacted on the surface."_ Darth Vader peels off in pursuit as Red Leader's X-wing passes the Death Star horizon. Vader swings his ship around for the next kill. Sora told him, "Red Leader, we're right above you. Turn to point..."

Sora tries to spot Red Leader. He looks down at the Death Star surface, "...oh-five; we'll cover for you." Red Leader told ordered him, _"Stay there..."_ A wary Red Leader looks about nervously, _"...I just lost my starboard engine."_ Sora looks toward Red Leader's X-wing, _"Get set to make your attack run._ "

Vader's gloved hands make contact with the control sticks, and he presses their firing buttons. Red Leader fights to gain control of his ship. Laserbolts are flung from Vader's TIE fighter, connecting with Red Leader's Rebel X-wing fighter. Red Leader buys it, creating a tremendous explosion far below. He screams as his ship was destroyed. Sora looks out the window of his X-wing at the explosion far below. He hated felling the helplessness of these situations...

* * *

Grand Moff Tarkin casts a sinister eye at the computer screen, _"Rebel base, one minute and closing."_

* * *

The X-Men, Ashoka, Dodonna and Princess Leia, with Threepio beside them, listen intently to the talk between the pilots. The room is grim after Red Leader's death. Princess Leia nervously paces the room as Sora voice spoke up, "Biggs, Luke, let's close it up. We're going in. We're going in full throttle. This is for all the marbles! It's all or nothing!"

The horizon twists as Luke begins to pull out, _"Right with you, bro."_ The two X-wings peel off against a background of stars and dive toward the Death Star along side Sora. Biggs asked, _"Luke, at that speed will he be able to pull out in time?"_

 _"It'll be just like Beggar's Canyon back home. If we could do it, then so can he."_ Luke replied. The three fighters move in, unleashing a barrage of laserfire. Laserbolts are returned from the Death Star. Luke's lifelong friend struggles with his controls, _"We'll stay back far enough to cover you."_

Laserbolts flash outside Sora's cockpit window, as Luke spoke up, _"My scope shows the tower, but I can't see the exhaust port! Are you sure the computer can hit it?"_ Sora replied, "It has to! Lives are on the line!"

The Death Star laser cannon slowly rotates as it shoots laserbolts. Sora looked around for the Imperial TIE fighters. He thinks for a moment and then moves his targeting device into position. Sora told them, "Watch yourself! Increase speed full throttle!"

Luke looked about for any sign of the TIE fighters as Luke asked, _"What about the tower?"_ Sora told his brother, "You worry about those fighters! I'll worry about the tower!" Sora's ship streaks through the trench, firing lasers. He breaks into a nervous sweat as the laserfire is returned, knicking one of his wings close to the engine, "Artoo... that, that stabilizer's broken loose! See if you can't lock it down!"

Artoo works to repair the damages. The canyon wall rushes by in the background, making his delicate task seem even more precarious. Two laser cannons are firing on the Rebel fighters. Luke looks up and sees the TIE ships. Sora's targeting device marks off the distance to the target. Vader and his wingmen zoom closer. Vader adjusts his controls and fires laserbolts at two X-wings flying down the trench. He scores a direct hit on Luke...

* * *

Leia and the others are grouped around the computer board, Luke spoke up, _"I'm hit! I can't stay with you until my artoo unit can repair the damages."_ They could here Sora reply, _"Get clear, Luke."_

* * *

 _"You can't do any more good back there! The last thing I want is for my own brother to die in action!"_ Sora told him. Luke replied, _"I'll return as soon as I can! Sorry!"_ Luke pulls his crippled X-wing back away from the battle. Vader watches the escape but issues a command to his wingmen, "Let him go! Stay on the leader!" However, Vader felt like he seen that ship before... wait a moment... he had, Vader muttered, "It's the boy... they gave him the old Jedi ship." He then ordered, "Change of plans... disable the leaders ship. I want him alive. Kill the spare!"

 _"Yes, sir."_ The wingman nodded. Sora's fighter speeds down the trench; the three TIE fighters, still in perfect unbroken formation, tail close behind. Biggs looks around at the TIE fighters. He is worried, _"Hurry, Sora, they're coming in much faster this time. I can't hold them!"_

The three TIE fighters move ever closer, closing in on Sora and Biggs. Soralooks back anxiously at Artoo, "Artoo, try and increase the power!" Ignoring the bumpy ride, and lasers, a beeping Artoo- Detoo struggles to increase the power, his dome turning from side to side. Stealthily, the TIE formation creeps closer. Vader adjusts his control stick. Biggs looks around at the TIE fighters. Sora looks into his targeting device. He moves it away for a moment and ponders its use. He looks back into the computer targeted, _"Hurry up, Sora!"_

Vader and his wingmen race through the Death Star trench. Biggs moves in to cover for Luke, but Vader gains on him. Biggs sees the TIE fighter aiming at him, "Wait!" Vader squeezes the fire button on his controls. Biggs' cockpit explodes around him, lighting him in red. Biggs' ship bursts into a million flaming bits and scatters across the surface. Sora's eyes widened, "Biggs!"

* * *

Leia and the others stare at the computer board...

* * *

Sora is stunned by Biggs' death he closed his eyes, "I'm so sorry, Luke." His eyes are watering, but his eyes narrowed as he'd made a slient vow, that no one else would die today...

* * *

Grand Moff Tarkin watches the projected target screen with satisfaction as the computer told him, _"Rebel base, thirty seconds and closing."_

* * *

Vader takes aim on Sora and spoke to the wingmen, "I'm on the leader." Sora's ship streaks through the trench of the Death Star...

* * *

Princess Leia returns her general's worried and doubtful glances with solid, grim determination. Threepio seems nervous. Jean muttered, "C'mon, on Sora..." Logan added, "You've got this kid..." Threepio muttered, "Hang on, Artoo!"

* * *

Sora concentrates on his targeting device. Three TIE fighters charge away down the trench toward Luke. Vader's finger's curls around the control stick. Luke adjusts the lens of his targeting device. Sora's ship charges down the trench. He lines up the yellow cross-hair lines of the targeting device's screen. He looks into the targeting device, then starts at a voice he hears, _"Use the Force, Sora."_

The Death Star trench zooms by. Sora looks up, then starts to look back into the targeting device. He has second thoughts, _"Let go, Sora."_ A grim determination sweeps across Sora's face as he closes his eyes and starts to mumble Ben's training to himself. Sora fighter streaks through the trench. Vader commented, "The Force is strong with this one!"

Vader follows Sora's fighter down the trench. Sora looks to the targeting device, then away as he hears Ben's voice, _"Sora, trust me."_ Then Sora remembered Obi-Wan's last lesson to him, his eyes could decieve him, don't trust them. He nodded as his hand reaches for the control panel and presses the button. The targeting device moves away...

* * *

Leia and the others stand watching the projected screen. As Storm looked at the computer, "His computer's off. Sora, you switched off your targeting computer. What's wrong?" Sora replied, _"Nothing. I'm all right."_

"He's gonna use the Force." Rogue smirked. Evan beamed, "Go, Sora!"

* * *

Sora's ship streaks ever close to the exhaust port. Sora looks at the Death Star surface streaking by. Artoo-Detoo turns his head from side to side, beeping in anticipation. The three TIE fighters, manned by Vader and his two wingmen, follow Sora's X-wing down the trench. Vader maneuvers his controls as he looks at his doomed target. He presses the fire buttons on his control sticks. Laserfire shoots toward Sora's fighter. A large burst of Vader's laserfire engulfs Artoo. The arms go limp on the smoking little droid as he makes a high-pitched sound. Sora looks frantically back over his shoulder at Artoo. Smoke billows out around little Artoo and sparks begin to fly, "I've lost Artoo!"

Artoo's beeping sounds die out...

* * *

Leia and the others stare intently at the projected screen, while Threepio watches the Princess. Lights representing the Death Star and targets glow brightly, _"The Death Star has cleared the planet. The Death Star is now in range."_ Scott spoke through a com, "Riku, Kairi, we're outta time! Did you find the Keyhole?"

 _"Yeah, it's not too far from our location."_ Riku replied. Scott turned to Leia, "Alright, get everyone to their location. We can escape while we still have the chance." Ashoka stopped him, "No... trust Sora... he's got this."

 _"I'm with Ashoka. I believe Sora can do this! And I'm not leaving him behind."_ Kairi spoke up. Riku nodded, _"I second that!"_ Leia nodded, "We're staying for Sora too."

"Alright... you hear that Sora? We're not leaving you!" Scott told him. Sora replied, " _I'm almost there! I'm trying to increase to speed manually."_

* * *

Tarkin glares at the projected target screen. as the computer spoke, _"Rebel base, in range."_ Tarkin turned to the officer, "You may fire when ready." The officer nodded, "Commence primary ignition."

Another officer reaches up and pushes buttons on the control panel, as green lighted buttons turn to red...

* * *

The three TIE fighters zoom down the Death Star trench in pursuit of Sora, never breaking formation. Sora looks anxiously at the exhaust port. Vader adjusts his control sticks, checking his projected targeting screen. Sora's ship barrels down the trench. Vader's targeting computer swings around into position. Vader takes careful aim on Sora's fighter, "I have you now."

He pushes the fire buttons. The three TIE fighters move in on Luke. As Vader's center fighter unleashes a volley of laserfire, one of the TIE ships at his side is hit and explodes into flame. The two remaining ships continue to move in. Sora looks about, wondered whose laserfire destroyed Vader's wingman. Vader is taken by surprise, and looks out from his cockpit, "What?!"

Vader's wingman searches around him trying to locate the unknown attacker. Han and Chewbacca grin from ear to ear, _"Yahoo!"_ The Millennium Falcon as well as Luke's repaired X-Wing heads right at the two TIE fighters. The wingman spots the Rebel fighters coming at him and warns the Dark Lord, _"Look out!"_ Luke opened fired taking out the wing colliding with Vader's TIE fighter in the process. Vader's wingman crashes into the side wall of the trench and explodes. Vader's damaged ship spins out of the trench with a damaged wing. Vader's ship spins out of control with a bent solar fin, heading for deep space. Vader turns round and round in circles as his ship spins into space. Luke laughed, _"Han's back and so am I!"_

Solo's ship moves in toward the Death Star trench. Solo, smiling, speaks to Sora over his headset mike, _"You're all clear, kid."_

* * *

Leia and the others listen to Solo's transmission as everyone beamed none more than Leia, as Han continued, _"Now let's blow this thing and go home!"_

* * *

Sora looks up and smiles. He concentrates on the exhaust port, then fires his laser torpedoes. Sora's torpedoes shoot toward the port and seems to simply disappear into the surface and not explode. But the shots do find their mark and have gone into the exhaust port and are heading for the main reactor. Sora throws his head back in relief.

* * *

An Imperial soldier runs to the control panel board and pulls the attack lever as the board behind him lights up, _"Stand by to fire at Rebel base."_

All remaining fighters followed the Millennium Falcon race toward Yavin in the distance...

* * *

Several Imperial soldiers, flanking a pensive Grand Moff Tarkin, busily push control levers and buttons, _"Standing by."_

* * *

The Rebel ships race out of sight, leaving the moon-like Death Star alone against a blanket of stars. Several small flashes appear on the surface. The Death Star bursts into a supernova, creating a spectacular heavenly display. Han grinned, _"Great shot, kid. That was one in a million."_

Sora was at ease, and his eyes are closed as Ben voice spoke, _"Remember, the Force will be with you... always."_ Sora smiled and nodded as he flew with his friends back to the Rebel Base. The day had been won...

* * *

Meanwhile, Vader's ship spins off into space. As, he finally got back in conrtol, he had sensed what Sora had done. Obi-Wan had taught him well... but he vowed to learn who he is and where he's from. He searched the entire universe if he has too. Vader then flew his ship to the nearest imperial base...

* * *

Everyone had returned to Yavin as Sora climbed out of his starship fighter and is cheered by a throng of ground crew and pilots. Sora climbed down off his ship as they all welcome him with laughter, cheers, and shouting. He looked ahead to see, Leia, Kairi, Riku, Luke, Han, and Chewie as well as the other X-Men rushing up to him. Kairi reached him first, "Sora! Sora! Sora!"

She throws her arms around Luke and hugs him as they dance around in a circle as they kissed. Solo runs in toward Sora and they embrace one another, slapping each other on the back as they laughed, "Hey! Hey!"

"I knew you'd come back! I just knew it!" Sora beamed. Han grinned, "Well, I wasn't gonna let you or Luke get all the credit and take all the reward. Luke and Han look at one another, as Solo playfully shoves at Luke's face. Leia moves in between them as she laughed, "Hey, I knew there was more to you than money."

"Nice work, Sora!" Scott laughed as Riku called out, "Let's here it for Sora, Luke, Han, and Chewie!" Everyone in the room cheered for the heroes of the day. Sora then looks toward the ship and remembered, "Oh, no!"

The fried little R-D2 is lifted off the back of the fighter and carried off under the worried eyes of Threepio, "Oh, my! Artoo! Can you hear me? Say something!" He turned to a mechanic, "You can repair him, can't you?"

"We'll get to work on him right away." The mechanic replied as Threepio added, "You must repair him! Sir, if any of my circuits or gears will help, I'll gladly donate them." Sora reassured C-3PO, "He'll be all right." Kurt smiled, "C'mon! Let's celebrate! We just took a major strike against the Empire!" Everyone nodded in agreement...

* * *

A few hours later, Sora, Luke, Han, and Chewbacca enter the huge ruins of the main temple. Hundreds of troops are lined up in neat rows. Banners are flying and at the far end stands a vision in white, the beautiful young Senator Leia and Kairi stood along side her. Luke and the others solemnly march up the long aisle and kneel before Senator Leia and Kairi. Sora turned to his friends from home plus Ashoka who stood front room all smiling at him. From one side of the temple marches a shined-up and fully repaired Artoo-Detoo. He waddles up to the group and stands next to an equally pristine Threepio, who is rather awestruck by the whole event. Dodonna and several other dignitaries sit on the left of the Princess Leia. Leia is dressed in a long white dress and is staggeringly beautiful. She rises and places a gold medallion around Han's neck. He winks at her. She then repeats the ceremony with Luke, who is moved by the event. She and Kairi then turned to the Sora who looked really excited that he was practically bouncing causing the two Princesses to giggle as Leia places a gold medallion around Sora's neck. Sora beamed at this. They turn and face the assembled troops, who all clap and cheer for them. Chewbacca growls and Artoo beeps with happiness...

* * *

"So, your a Princess, too?" Leia asked Kairi. She nodded, "That's what Obi-Wan said I was. However, I still don't know which world I'm from." Leia smiled, "You learn one of these days." They turned to the Sora, Riku, Luke, Ashoka, Han, Chewie, the droids, and the X-Men and talking to eachother. Leia asked Kairi, "You love him, don't you?"

"Yeah... I love that lazy bum." Kairi smiled. Leia nodded, "Well, you two make a great couple." Kairi smiled in appreciation as Sora and the others walked up to them, Kairi asked, "So, what now?"

"All we need to do now is seal the Keyhole. That why this world will be safe from the Heartless." Sora replied. Leia asked, "So, you're leaving?" Scott nodded, "Yeah, our world doesn't know about the war against the Empire and the Organization is still out there as well."

"Plus, we thought it be a good idea to get some our super heroes to prepare and help you out." Sora added. Han nodded, "After seeing what you kids can do, I don't think even the Empire can stand a chance against an army of you." Leia smiled, "This could be our biggest advantage yet. Can I count you X-Men, to recruit your heroes and world against the Empire."

"We'll do even better. We'll search across the other worlds for those who are willing to fight the Empire." Evan smirked. Wolverine asked, "So, hot shot, you going stick around. " Han shrugged, "I suppose Jabba can wait a few more days."

"I'll stay here and help where I can too." Luke added. Sora turned to him, "So, your not coming with us?" Luke turned to Sora, "Sora, I'm need here while your needed back on Earth. But if you ever need me call." Leia smiled as she handed Storm a communication device, "The same goes with us. Call us when ever you need us."

"Thank you, your highness." Storm bowed. Sora smiled, "Well, see you soon." As the Keyhole appeared Sora aimed his Keyhole as C-3PO followed them, "You know, it'll be nice to be a way from the war for once... at a school no less." R2 whistled in response. Ashoka smiled, "May, the Force be with you, X-Men."

Everyone nodded as Sora sealed the Keyhole as the X-Men and the droids vanished along with Anakin's ship...

* * *

Professor Xavier and the new mutants ate sea salt ice cream while waiting for the X-Men to return. Just then with a flash of light, Sora, the droids, and the other X-Men had returned. The Professor rolled up to them as Sora smiled as showed him the medel, "The Death Star won't be of use anytime soon." All the new mutants cheered, as the professor smiled, "Well, done my students... I'm very proud of each and everyone of you."

"Hey, cool space ship." Bobby and the new mutants observed Sora's new Star Fighter. Sora smiled, "That's it belonged to my dad."

"Cool..." Jamie beamed. The professor also smiled but then he then noticed someone was missing, "Where's Ben?" Just then the happy expressions died down as frowns...

* * *

Logan had just finished explaining what had happened to Ben Kenobi, the Professor frowned, "Ben... I can't believe it... He's really is..." Logan replied, "As dead as a door-nail. Vader struck him down." Storm added, "Ben had warned us about him but never had we seen anyone so evil other than Vanitas."

"Yeaj, he was creepy... and that breathing... I think we're all totally going to have nightmares of him." Kitty added. Evan nodded, "He's like something you see outta a horror movie." Sora turned to him, "Another reason, why I don't watch horror movies."

"Ben will truly be missed." Charles said sadly. Sora wondered, "Ben was one of the only Jedi left, with him gone and Ashoka training my brother... who's going to train me to become a Jedi now."

"We will, Sora." Jean smiled. Jiminy hopped on Sora's shoulder, "We'll be there every step of the way." Scott nodded, "Plus, we'll got a army of Rebels to help us out now, I'm sure they'll give us a hand including your brother."

"I'm still shocked that Sora even has a brother." Xion added. Bobby nodded, "Yeah, what next, we find out you have a twin sister too." Rogue replied, "If he did, I'm sure Ben would have told us after we met Luke."

"Don't worry, Sora. We'll be right beside you when it's time to fight the Empire once more." Charles told him. Sora smiled and nodded as Threepio stated, "Until then, R2 and I will gladdly help you learn about the outside worlds in any way we can." R2 beeped in agreement. Sora smiled but then looked to the window as he knew that he would see Vader again... and he would be ready for when he did...

* * *

"And that's why I came to you... It's only a matter of time before the Empire finds their way to Earth and I need a team who are willing to fight." Sora finished his story to Hank and Jan. Wasp asked, "Why didn't you invite the X-Men here?" Sora turned to them, "Earth still doesn't know about the mutants, however, they do know they that they're are super heroes out there like the three of us. We need to find them and unite them so, when the Empire does com or the Rebels need our help, we'd be prepared and ready. We can make a difference. We can avenge the wrongs that the Empire has done."

"We can be Avengers." Wasp smiled. Sora nodded, "That's actually an awesome name." Hank nodded, "We'll I'm not into violence... but I do want to help you stop them so other worlds won't suffer like Alderaan did. However, I know the three of us aren't going to cut it."

"I know, which is why we need to find the others and train to become better than before as a team of Earth's Mightiest Heroes. So, will you help me?" Sora asked. Wasp didn't hesitate to answer, "I'm in!" Hank then replied, "If Jan's in, I'm in. So, what's the first step?"

"Well, I need to continue my Jedi training. It's going to be hard with Ben gone. So..." He then pulls out the Jedi hologram to Jan's and Hank's amazement, "...we need to get this open. Everything, we know about the Jedi and it's history and techology is in here." Hank stare at it as if he was a kkid trapped in a candy store. Sora asked, "So, think you can help me with that..."

He swipes it form Sora as he beamed, "I'll get started immediately! I'm going need the tech form my lab and... and..." Jan smirked, "Well, Hank cerinatlly going to enjoy this now." Sora smiled, "Yeah, I figured that would help."

Sora smiled... The war against the Empire... had only just begun...

* * *

Riku had closed the door as he walked in his room. As he turned he saw a brown cloak figure behind him. He gasped as he summoned his Keyblade, "Who are you?" The figure replied, "I'm not here to harm you... I'm here to help you. We share a comman enemy."

"You're no friend of the Empire?" Riku asked. The figure nodded, "Yeah, and I feel your pain of the lost of the Jedi and you know it won't be the last. It's only a matter of time before Vader wipes out the rest of your friends... liike Kairi, Sora, Scott, Jean, Kurt, Evan, Kitty, and especially Rogue..." Riku looked down sadly, "No..."

"However, I can teach you a way... a power to make you stronger... to protect the things that matter like your friends." The figure told him. Riku asked, "It can protect them..."

"Yes, and it could destroy the Sith and Empire forever..." The figure nodded. Riku nodded as he put away the Keyblade, "Alright... I'm intrested... but who are you?" The replied, "The name...is Ansem."

* * *

 **And that will conclude today's chapter! Wow, that was a long one, but I finally got it done! I hope you enjoyed it. With Ben's death, Sora's friends rush in to help train him while Sora, Hank, and Jan focus on gather heroes to help fight the Empire... as the Avengers. But on the down side... Ansem beginning to current Riku. Alright, next time on Mystery of the Keyblade, while training the New Mutants an accident happens involving Tabby and Kurt. As Sora learns of Boom-Boom's past an old figure returns in her life. Who is he and what does he want with her? Plus, what will Vader do to learn of our hero's identity? Find out next time.** **I hope you enjoyed the chapter. Be sure leave a review and if you haven't already be sure to follow and fav. as well! See you next time!**


	5. Chapter 4: Bada-Bing Bada-Boom

**I don't own Kingdom Hearts or X-Men Evolution. They belong to Square Einx, Disney, Marvel, and Cartoon Network. Alright, back on Earth as the X-Men's adventure with Sora continues. Now before we begin let's reply to some reviews...**

 **ajjr12: Yeah, Han and Indy will be look alikes however they won't met until season 4. And of coarse just like the show. And I understood his last question. I even answered that one already. But thanks for clearing things up.**

 **NinjaFang1331: Thank you!**

 **big hero six: Again, when I do that world it'll be based on the movie not the TV show but yes, I'll have Sora mention that. And you'll just have to wait on that one. Can't give too much spoilers away.**

 **deathbykitsune: I hear ya but sadly it's going to have some of that. :( However, Luke will have some brand new accomplishments which we'll see later on through the series. :D Luke and others will appear in future chapters in this. What? You didn't think I would leave them out of the story other than the Star Wars chapters, did ya? But I'm glad you enjoyed the chapter all the same.**

 **star wars fan: Because that what Han said to him in the movie. Originally, I think George made Jabba human before the slug phase.**

 **Guest: It's possible.**

 **GREAT CELESTIAL-DRAGON: Don't worry, Stan's fine. And yes, I've gotten this before and I understand but for the shake of the story there's going to be more of that but Luke will have brand new accomplishments which I hope you will corse, Luke and Sora will share the starship when Luke's around, they are brothers after all. And don't worry, R2's got Sora covered... seriously, everyone would be helpless without that droid. Actually, Vader learns of Luke way before the Emperor told him. Vader fight's his son no long after the event's of a new hope and easily disarms him and when he prepared to finish him off, he recognized the lightsaber he carried. He had the bounty Hunters search for Luke to figure out who he is and Fett returned with the name Skywalker... Vader figured it out from there... don't believe it's canon the re-watch the Empire Strikes Back. Whne they learn of the rebel base Vader told the officer, "** **That is the system. And I'm sure** **Skywalker is with them." Btw, this was before the Emperor told him, he just acted like he didn't know because he didn't want the Emperor to know that he knew. Interesting, right?**

 **Darpsonic6: Oh, that will happen in some point in the story. Not going to say when just yet.**

 **disney fan: Thanks and no, I'm still not doing tv shows of this plus I already planned out the worlds for this season. And yes, some of the charaters that reappear in the Rebel's series that where in the Clone Wars sieres will be based off their looks like Ashoka. Sadly, Thrawn, won't be in this series though... sorry...**

 **Well, with that out of the way let's get started...**

* * *

Chapter 4: Bada-Bing Bada-Boom

It had been a week since the loss of Obi-Wan Kenobi. So far, Sora, Hank, or Jan had no luck in finding the other super heroes of Earth or figure out how to open the Jedi Holocron. On the plus side, Jiminy Cricket, C-3PO, and R2-D2 had been a big help for the Xavier School, and Tabitha and Xion were signed up to go to high school and everything seemed like it was back to normal... normal for a school full of super powered teenagers.

Currently, they X-Men we're training the New Mutants for a rescue mission. Kurt was the victim as Scott climbed down to him with a rope. He contacted the others, "Confirmed. He's unconscious."

"And starving. Speed up the rescue. I need my breakfast." Kurt told him. Scott told him, "Quiet!" The went back to the training session, "Tabitha, you should be on your way down here with that basket."

"Oh, man, Boom-Boom?! You placed my life in the hands of a maniac?!" Kurt gasped. Meanwhile, topside, Wolverine, Sora, and Jiminy looked around, as Sora wondered, "Tabitha? Boom-Boom?"

They found her listening to music on her head phones. Wolverine took them off as he glared at her, "Hey, where's your com link, kid?"

"Grabbed the wrong earphones by mistake. No big deal." Tabitha lied as Jiminy crossed his arms, "You don't need to have a growing nose to tell me that you're lying." She smiled sheepishly as she remembered that the cricket was an official consensus. She asked, " Am I up?"

"Yeah." Logan signed as Sora gave her, her real com link. She went to the ramp as she was lowered down she cheered, "Yeah! Look out below! Boom-Boom's bombing in!"

"I'm going to die." Kurt panicked. Once she was at his level she smirked, "Hey, cutie."

"Hi. I have to know. Are you insane?" Kurt asked. As she pinched his check, Scott told her and reminded Kurt, "His code name is Nightcrawler, and he's unconscious." Kurt nodded as he went back to being unconscious, "Oh, yeah."

"Well, first things first, right? We gotta boom apart these rocks." As she summoned a cherry bomb and placed it under the rock that was "on top" of Kurt. She covered her ears, "Fire in the hole!" The rock exploded. She moved Kurt to the basket with her leg, "And in the basket you go."

"I'm an injured victim, not a log." Kurt pointed out. Sora called out, "He's right. If this was a real situation, that could have hurt him. You have to do it genitally." Boom-Boom just smirked, "Nightcrawler, huh? That name's just not working for you. I'm sorry. Whoa! How about 'Wild Blue Yonder Boy?'"

"You are insane." Kurt stated as Scott ordered, "Get the victim topside."

"Yo, Badger! Tug us up!" Tabby told Wolverine. Logan growled, "It's Wolverine." As they were pulled back up, Tabitha cheered at her sucess until Kurt rolled off the ramp and began to fall causing her to gasp. He then teleport back on the basket as he smirked, "You forgot to strap me in."

"This isn't good." Scott stated as Sora sighed, "I've got a bad feeling about this."

"Oh, yeah? Well, hang on to your blue tail, Yonder Boy." She then began to swing on the ramp as she threw cherry bombs willy nilly as Logan told her, "Hey! Knock it off!" Jiminy added, "Tabitha, stop it this instant!" But she didn't hear them causing Kurt to bump on the cliff knocking unconscious and fall off the basket once more into the water with the sharp rocks below. Sora's eyes widened in horror. Tabby thought he was joking again, "Joke's over! Get back up here!"

Scott quickly blasted the rocks below so Kurt wouldn't get killed by them just before he fell into the water. Sora then dived in after him, as he swam deeper in the water he was able to reach Kurt. Wasting no time, he flew them out of the water and back to the surface and flew him to the others where he gave him a potion to heal his injuries. Logan reassured him, "It's okay, kid. He's going to be fine..."

All eyes where on Boom-Boom as she frowned...

* * *

"...but we have them for many reasons. One being your safety." The professor scolded both her and Kurt for their recklessness. Tabitha worked on her nails as he continued, "And the only way to enforce those rules, to ensure your obedience to keep you all safe, is for there to be penalties. So, Tabitha, Kurt, for two weeks you're confined to the Institute after school. You are prohibited from using your powers. And you will attend two training sessions a day with Logan."

"But..." Tabitha tried to excuses herself but Sora cut her off, "No buts. You've could have gotten Kurt killed today if it wasn't for Scott and I." Sora turned to Kurt, "And Kurt... you shouldn't have been joking around. We already marked points off for not make sure you were secure you didn't need to..." Sora stopped as he sighed, "Sorry... but..." he then left the room. the professor sighed, "We're all stilling healing from the loss of Ben Kenobi... what happened today, didn't help Sora with that."

"Yes, professor. We understand." Kurt nodded accepting his punishment. Jean sighed as she followed Sora...

* * *

Meanwhile, at Mystique's former home, Toad was eating flies as he could near the full trash can, "Houseflies. Nothing like a balanced breakfast." Pietro ran around the kitchen look real food in the house but found nothing as one of the doors nearly fell off, "Man, the cupboards are bare and falling apart."

Peitro closed it but the door fell off anyways as Fred walked into the room, "Yeah. What's with this cheap dump anyway?" Toad told them, "Yo, what we need is some serious coin. And I know where to get it."

Toad then proceeded to hop his way to the second floor as Lance walked down the stairs. The three other members watched as Toad slammed into the door of Mystique's room before it knocked him down stairs. He hopped up to try it again as Blob groaned, "Oh, man. He's at it again!" Toad came tumbling down again with the same result, in failure. Blob was able to catch him as toad groaned, "That door's gotta be made out of Adamantium or something."

"Hey, knock it off, Toad. Not that I like you, but I don't want to see you get hurt." Blob told him. Pietro nodded, "Yeah. What'll happen when Mystique finds out you busted into her room?"

"She ain't coming back, yo. So let's see if she left any cash lying around." Toad hoppd out of Blob's hands as he crashed into the wall. He moaned, "Is that your final answer?" Lance picked up his school bags as he opened the front door, "See you, Einsteins. I'll be at school." Fred and Peitro looked to him in shock as Toad freed himself and ran out the door, "Me too. For my own safety."

* * *

Sora was currently working on his newly required ship with R2-D2. He asked, "Hey, R2, could you pass me the screw driver?" R2 beeped in response as he did as so. As Sora took the tool, he asked, "You think I was a little hard on them. Tabitha means well and she's still new and Kurt's been my friend and it's not like he planned to get hurt." R2 beeped in response as Sora sighed, as he went back to work, "It's times like this, I wish Ben were still here."

Jean and C-3PO walked in the room, "There he is miss Grey. I'm afraid Master Sora has been under there since the... indecent this morning." Jean turned to him, "Thanks, Threepio." She walked up to Sora and R2 as Threepio left, she used her powers to pull him out. Sora looked up, "Huh? Oh, hi Jean."

"Hey, Sora. Whatcha working on?" Jean asked. Sora replied, "Just upgrading my father's ship. It doesn't have a hyper-drive since they died made them for ships that ship at my father's time. I was hoping to install on with the parts I got from Luke and combine it with some of the spare parts of the Blackbird." Jean nodded as she sat by him, "So, how have you been doing?"

Sora sighed as he sat up as he sighed, "...Alright... I guess. Kurt almost died today... that makes me scared what will happen if..." Jean placed a hand on his shoulder, "Hey... it hasn't exactly been easy on the rest of us either... and Vader's unlike anyone we've faced before but we never failed a mission before Sora."

"No one ever died before either." Sora said sadly. Jean nodded, "Yeah... but we're here for you. And we'll be ready when we have to fight Darth Vader and the Orginzation... just... try to be happy." Sora gave a small smile Jean helped him up, "C'mon, it's time to go to school."

"Right, I hope Hank had any luck opening the Holocron today." Sora stated as he turned to R2 before they left, "See ya, R2!"

R2 beeped his goodbyes as the two left for school...

* * *

"Good morning, students. Tonight is the big night. The Bayville High carnival fundraiser. Now, folks, remember all proceeds will help rebuild our gymnasium after last month's fire. So we really hope to see you all back here tonight." Principal Kelly spoke through the microphone. After he finished his announcement, he turned to the desk lady as he revealed a hidden safe behind a hung painting, "Dorothy, every hour during the carnival I'd like you to deposit the earnings here."

"Yes, Mr. Kelly." Dorothy nodded. Just then, a man approached them as the Principal closed the painting. Dorthy asked the new comer, "May I help you?" He nodded, "Yes. My daughter's enrolled here. Tabitha Smith. I'd like to see her." She then went through the files as she looked up the student. Man man stared at the painting as he grinned greedily as he had seen the hidden safe. Just then Dorothy returned to him with her daughters file, "I'm sorry, sir. Tabitha has a restricted visitor list. I'll refer you to the Xavier Institute."

"Well, then I'll have to check with them. Thank you." He replied as he turned away as he smirked to himself...

* * *

Meanwhile, Tabby tried to get what she thought was he locker but she couldn't open it. So, when no one was looking she created a cherry bomb a slipped in the lock. She stood out of the way just at it exploded, opening the locker and sent everything inside flying out. Tabby looked inside to realize, "Hey, this isn't my locker."

As, she closed the damage locker, Kurt was revealed himself with a gut-bomb in his hands. He reminded her, "No powers, remember?" She replied, "Whoa. One lecture a day is my limit." After Kurt took a bite out of his food, he told her, "Well, I think we got off easy."

"Please. I mean, I get why Sora freaked out but Professor X needs to loosen his necktie, Blue. I mean, what good is having these powers if you can't have a little fun?" Tabby asked. Kurt nodded, "Yeah. I know what you mean, but..." She cur him off as she took his food, "I'm starved. Gut-bombs! I love these!" She then turned him around and pulled a book from his backpack, "Late bell! Borrow your social studies book? Return it later. Thanks! Bye."

Kurt just smiled dreamily as Evan open the door the the class room next to him, "Yo, dude! You're late for chemistry." He then pulled him into the room. Tabby ran to the next class as fast as she could as she finished off Kurt's gut-bomber. However, when she turned a corner, she saw someone she'd hoped she would never see again, "Dad?"

"Morning, Tabby." He smirked. As she walked her way around him, she asked, "What are you doing here?" He took he by the arm as he replied, "It's taken me two long months but I've finally tracked you down."

* * *

Meanwhile, Sora and Hank walked down to their next class, Hank turned to Sora, "I heard what happened to Kurt this morning, how's he doing." Sora nodded, "Better, but I kinda yelled at him and Tabitha for goofing off for nearly getting him killed. Even when the Professor handled it. It's been a week since Ben died... I figured I'd be over it by now."

"Death of loved ones are always going to be difficult for everyone. We'll get you through this... this is what my social group is for." Hank reassured him. Sora nodded, "Yeah..." He then wondered, "How's it going with the Holocron? Have you figured out how do open it?"

"No... not without breaking it. But I still have plenty more ideas of how to..." Hank answered when they heard Tabitha's voice, "Leave me alone! I have to get to class." They quickly and queitly peeked over the corner to see Tabby talking to a man as she yanked her arm out of his hand. He told her, "I just want to talk, that's all."

"I've heard it before." She told him as she turned to leave. As she walked away, he continued, "Look, your mom and I, we're trying to work things out. I want to put everything right. But I can't do it without you." She turned to him one last time to glare at him, "Try." And with that, she left. His eyes narrowed as he turned to the exit, once they were long gone. Sora wondered, "Was that Tabitha's father?"

"From what we heard it sound like he was but I don't think they get along well." Hank replied. Sora wondered, "I sense something dark about him... whatever he wants with her it can't be good."

"We can't just jump straight to conclusions, we only heard part of the story. We need a better idea of what's going on." Hank replied. Sora asked, "What do want me to do? Spy on them? I fell bad enough for eavesdropping."

"No, I have a better idea. Invite her to our social group. Maybe, she can tell us if she feels comfortable." Hank told him. Sora nodded, "Good plan... though there's a slight problem. She's grounded for the week and by the time we figure out what the deal is with her, it will already will be too late."

"Then, we'll go to her." Hank replied. Sora nodded, "Sure, I'll talk to the professor. Even though you and Jan know about the mutants and the other worlds you still need permission. Maybe, he can even give us some info on the situation as well..."

"Sounds good." Just then, Jan and Kairi walked up to them, "Hi, boys." Janet smiled, "So, you two exited about our double date tonight." Sora and Hank's eyes widened, they completely forgot about the carnival tonight. Hank sheepishly tried to explain, "Jan, Kairi...something just came up... and..."

"Oh no... we planned the date out almost a week now... and you are not backing out of it now with one of your experiments..." Jan's eyes narrowed. Hank tired to explain, "But Jan... this isn't about Ultron..."

"The Jedi Holocron can wait! I'm apart of our Avengers program as well, remember? I say, we all take a break tonight and go with us to the carnival tonight... or so help me we will make you to regret it. Right, Kairi?" Janet asked. Kairi sighed, "She's right... after everything we've been through... we could use a little quiet time. So, please, whatever it is, I'm sure it can wait a day."

"Then it's settled..." Jan stated with her eyes narrowing at them before beaming, "So, see you then." They then walked away..." Hank and Sora watched them head for their next class. Hank spoke up, "Sora?"

"Yes, Hank?" Sora asked. Hank replied, "We are so whipped."

"But they didn't have any whips on them..." Sora stated. Hank shook his head, "Not what I meant... so, I guess that idea's outta the picture." Sora nodded, "Not with out upsetting the girls... which is the last thing we want to do. Alright, plan C, you have some of your ants keep an eye out for trouble while I talk to the professor about talking to her tomorrow. We'll jump in if something goes wrong."

"What happen to feeling bad about spying on them?" Hank asked. Sora raised an eyebrow, "You really prefer an angry Kairi and Jan?"

"Good point... we don't exactly have much of a choice now." Hank nodded as they headed to class...

* * *

Later that day, it was time for lunch and Scott was looking for a place to sit. He saw Jean nearly by which made him smile until he saw her with Duncan. He frowned as he went to look to find somewhere else to sit. He found Kurt playing sadly with his food. Scott sat next to him, "Cheer up. There'll be other carnivals. It's not like you had a date, right?"

"No." Kurt replied before asking, "Are you taking anyone?" Scott turned Jean and Duncan and frowned, "Doubtful." Just then, Kurt spotted Tabby nearby and called out to her, "Hello, Tabitha!" She walked over to him, "Hey, Blue! Got your social studies book right here." She handed him his school book back as he nodded with appreciation, "Thanks."

"Nectarine Smash! I love these!" She beamed as she took a sip of Kurt's drink before he took it back, "Soda machine is right around that corner." She smirked, "Stingy boy. See you around." Kurt smirked as she left, "Chicks dig the fuzzy man." He then showed Scott his book, "She doodled all over it. Look. And she even dots her I's with little explosions." The book was cover with fancy drawings of her name as Scott replied sarcastically, "Gee, why doesn't that surprise me?"

"She's kind of funny, you know?" Kurt smiled. Scott replied, "Yeah. So funny she almost got you killed this morning. Look, just be careful around her, huh, Kurt?" He got up and he left leaving a day dreaming Nightcrawler...

Meanwhile, Lance walk up to the soda machine and used his powers to shake out a can. As he opened the soda and took a drink, Tabby walked in as she smirked, "Hey, nice technique. What do you think of mine?" He placed a cherry bomb into the coin-slot causing the machine to explode soda and coins can flying out of it. Tabby caught on of the soda's midair and began to drink it. Lance smirked, "Breaking rules and appliances. You'd fit right in at our place."

"Yeah? Like I'd want to." She said as she walked away and threw the can away. . Lance turned to the coins on the ground and smirked...

* * *

Sora had walked home as he noticed a few flying ants flying past him. Looks like, Hank already sent them. As he opened to the door he saw the professor talking to Tabby's father, "You have no parental rights here, Mr. Smith. Tabitha's mother has left explicit instructions regarding your visitation. So I'll have to ask you to leave."

"You don't think I know what kind of secret freak show this place is?" He replied as Sora silently gasped as left the door open so Hank's ants could get in easier. The professor raised an eyebrow, "Are you trying to make a point, Mr. Smith?" He nodded unaware that they were being watched as he took the professor by the shirt, "Yeah. I see Tabitha now, or I'll have news crews here by tonight. You choose."

Sora's eyes narrowed and was about to jump in when Logan already beaten him to it. Wolverine threatened him as he popped his claws out, "Those hands of yours I'm thinking I might relocate them into a jar on my dresser." He backed away as he stated, "I just want to talk to my daughter, is all."

Just then, everyone turned to see Tabby walk inside, shocked to see her father...

"Just hear me out." He pleaded as they were in the room alone. Tabitha rolled her eyes, "I heard you. You want me to come home and pretend we're a family."

"We do want you home. Really. Soon. But after things are settled and we get the creditors off our back." He told her. His daughter glared at him, "I knew it! All you want is money!"

"Just enough to help us get back on our feet, Tabby. That's all." He tired to reassure her. She shook her head, "Well, I don't have any! Nada!"

"Yeah, but you can get it." He told her. She turned away from him, "That's all I am to you, aren't I? Someone to blast through walls? What is it this time? An electronics store? The bank?"

"Tabby, this money, it's more for your mother than for me. She's had it pretty rough. You know that." He told her. She sighed, "If I do it, then you leave. And I don't ever see you again, right?"

"If that's the way you want it, dear." He nodded as he turned to leave, "We'll talk more at the school carnival. I'll be looking for you." Then, he finally left, leaving Tabitha to herself, and the ants that have been watching them...

* * *

"So, her dad's a criminal. " Sora replied through the phone while he waited for Kairi to get ready. Hank replied, " _Yes... before Tabitha joined your school, her father used her to break in to places and steal tons of cash. Though when I looked it up on the news it never explained how."_ Sora nodded, "I guess we have the professor to thank for that. I take it since we know this, he must have been caught."

 _"You're correct. There was another member of the group about Tabitha's age, named Scott Lang that only wanted to support his daughter, but when things went too far he tipped off the police. The police took him custody of him and the Professor bailed his daughter out."_ Hank replied. Sora nodded, "And that's when she joined our school. I guess, she wants to be a better person but she's still a work in progress. So, why is her father free now?"

 _"He did his time... but according to my friends, he hasn't learned his lesson. Even with the restraining order that his wife put on him."_ Hank replied. Sora asked, "You think his planning something?"

 _"Yes,and unfortunately, he managed to convince his daughter to help him. He supposed to met his daughter at the caravel tonight. I would sugest we keep an eye on her but..."_ Hank replied as Sora finished, "We have our dates..." Hank responded, " _Yes... I can have the ants keep an eye on her without alerting Jan or Kairi."_ Sora sighed as Hank continued, _"We would have to trust someone else to keep an eye on her. To alert us or the others if something happens... they'd have to be quiet, observant, and is just concerned with Tabitha as we are."_

Sora then saw Xion walk by with Jubilee as his eyes lit up, "I think I just might know a girl. I'll see you at the carnivel, Hank." He hung up before walking to Xion, "Hey, Xion? Can I talk to you for a second?"

"Sure." She nodded before turning to Jubilee, "I see you later." She nodded before walking off as Xion turned to Sora, "So, what do you need?" Sora replied, "I think Tabitha's in trouble." She was shocked, "What? What's wrong? The Heartless? The Organization? The Empire?"

"It's her father... I learned recently that he's a criminal and he knows about the mutants." Sora explained. Xion gasped, "That's terrible... is he after her." Sora nodded, "Yes... which is why I need you to keep an eye on her while I'm on my date with Kairi. Stay with her at all times without being seen. Can you do this?"

"Of coarse... she's my friend." Xion nodded. Just then, the door open as Kairi walked out of her room, "Oh, hey, Xion. How's your day?" Xion smiled and nodded, "It's been okay so far." Kairi smiled as she turned to Sora, "So, you ready to go?"

"Yeah... there's just something I need to get... you can meet me by the car. It won't take long." Kairi nodded and walked off before Sora turned to her, "If something happens, contact me or Hank immediately and we'll come in running with the others." Xion nodded as they walked off but as they did, Xion couldn't help but wonder, "What's a date?"

* * *

Later, when Sora, Scott, Evan, Riku, Kairi, and Jean had left for the carnival, Kurt just sat but the window in his room as he sighed when Tabitha popped out scaring Nightcrawler, "Hi, Blue. What's up?"

"My heart rate, for one. How did you get out here?" Kurt wondered. She replied, "Relax. I climbed." She then told him, "Listen, I don't coop up well. So I'm sneaking out. Wanna come?

"What?! Are you crazy?!" Kurt gasped as then he realized who he was talking to, "Where?" Tabby replied, "The carnival! Where else? Come on. You can zing us over there and back before anybody even knows."

"I don't know, Tabitha." Kurt said not liking this idea. She pleaded, "Come on, Kurt. Just for a couple of minutes. We'll just go on one ride, I promise. Please?" He shook his head No! No can do!" Five seconds later, they teleport away as Xion came out of the shadows, in her Organization coat, as she wondered, "What are you up to, Tabby?" She then, opened a corridor of darkness and went after them. She wondered, what's the worse that could happen...

* * *

Xion screamed for her life as she rode in the cart behind Kurt and Tabby. She had follow them to the strange ride when she got on. See may have saw some rides on this at Prankster Paradise but never went on them. She could only screamed, "GET ME OFF THIS THING!" Kurt and Tabby on the other hand we're having the time of their lives. Tabby asked, "Wanna go faster?"

"Yeah. How?" Kurt asked. Tabby smirked as she simply through a cherry bomb at the control booth and increased the speed on the ride. Xion screamed even louder as she hung on for her life until the technician saw the destroy control booth and pulled the plug. As Tabby and Kurt got off, Tabby beamed, "That was brutal." Xion quickly made her why for the nearest trash can to throw up. She looked up to see them move on. She quickly followed as she muttered, "Next time, they go a ride... I'll just met them at the exit."

As she follow them, she saw them telepoting in and out of places as they pulled pranks on people. Xion groaned, "C'mon, you two are better than this." She was able to keep up with them with her own teleportation. Tabby beamed, "Man, I love teleporting. You can just exit a bad sitch anytime you want. You are so lucky."

"Hey! Tossing off those little firecrackers is nothing to groan about." Kurt smiled. They peeked in on Lance and Fred as Tabby threw a cherry bomb on Fred's hot dog which exploded in his face. Fred complained, Hey! This ain't what I meant when I said I wanted it loaded!" As Lance whipped the food from his face, he was about to say something when he saw Tabby and Kurt, Xion was however, still unseen. Lance pointed to Tabby, "It's that girl I told you about."

Kurt and Tabby when behind the booth presumably to teleport again as Fred and Lance chased them blindly. Xion, however, remained in persecute of the two...

* * *

Meanwhile, Scott sat by himself on the ferris wheel, when Taryn joined him, "Hi! Mind if I jump in?" Scott nodded, "No problem. I thought you were here with Jean, though."

"Was. But, like, three's a crowd, if you know what I mean." Taryn stated as she gestured to Jean and Duncan nearby. Scott nodded in understand. As they went up, Jean finally spotted Taryn, "There she is... With Scott." She didn't know why but she felt jealous all of a sudden. Meanwhile, in the carts above Scott and Tryan, Sora and Kairi sat together and Hank and Jan above them. Sora wondered, "What's the purpose of this ride again?"

"It's suppose to be a calm and relaxing ride, unlike the other roll coasters." Kairi explain. Sora nodded, "Oh..." After a few minutes of waiting, Sora checked his phone, still no response from Xion. So either that was a good thing... or something happened. Kairi turned to him, "Something bothering you?"

"Oh... nothing... just a little board." Sora replied. Kairi smiled and nodded, "I get it. Flying beats this any day." Sora asked, "Wanna get some Pizza after this?" Kairi smiled, "Only if we get Cotton Candy for desert."

"Deal!... what's Cotton Candy?" Sora wondered. Hank replied, "It's just sugar, Sora... it's not that big of a deal." Jan turned to him in shock, "Just sugar? That's like saying ice cream is just frozen milk!" Hank turned to her, "Actually, it's not there's also..."

"You know what I meant! Once we get off this ride, we getting some Cotton Candy and you two are gonna love!" Sora beamed, "Hooray!" Hank sighed as Scott looked up to see Sora, it was good to know that he was having a good time at his first carnival. But when he looked down he saw Kurt and Tabby below. Scott muttered, "Oh, man. Kurt, you dummy."

* * *

Kurt and Tabby laughed as they had a great time... until she saw her father waiting for her as he ate popcorn nearby. She turned to Kurt, "Meet me inside the arcade, okay? I'll be back in a few." Kurt frowned, "Tabitha, we have to leave! It's been two hours!"

"Just add five minutes to that, then we're gone. Promise." Tabby told him as she pushed him in the arcade as she went to go meet up with her dad. That's when Lance and Fred spotted her again, as Lance pointed out, "Hey, there she is again. Come on." Xion also spotted Tabby and remained hidden nearby as she listen in she could her Tabby tell her father, "I figure I'll just drain a few video games, maybe some pay phones."

"Chump change. No, I got my sights set on something bigger. Much bigger. Like tonight's proceeds. The vault in the office. You're gonna blow it, I'm gonna clean it out." He told her much to Tabith's shock, "No, no, no. Bad plan."

"Tabby. Just this one, big take, and I'm gone within the hour. I promise." He told his daughter. She sighed, "Fine. Then let's just get it over with."

"That's my girl." Her father smirked. As they left, Lance and Fred also listened in as they smirked. Lance stated, "After tonight, our cash shortage is over." Xion gasped, "Oh no! I gotta tell Sora!" She reach for her phone when she realized, "Ugh! Tonight's, not a night to forget your phone!" Just then someone tackled her, "Hey!"

She looked up to see Kurt who back away, "Xion? Sorry! I thought you were an Organization member." He help Xion up as she told him, "It's alright... I need to get an X-Man uniform... anyways we have bigger problems right now! Tabby's father conned her into helping him steal tonight's proceeds and the Brotherhood listen in and are after the money as well!"

"Oh no! We gotta warn the others!" Kurt gasped. Xion nodded, "I know! But I forgot my phone!"

"Forget it! I see Scott, Sora, Kairi, Hank, and Janet not far from here! Let's go!" Kurt said as Xion nodded as they ran to them. The five plus Taryn were walking to a food booth when Kurt and Xion ran to them, "Scott, Sora, Kairi, Hank, Jan! We need your help!" Scott nodded, "Yeah, I'll say you do. Man, Kurt..."

"No. No, not that! It's Tabitha." Kurt explained. Xion stated, "She's in trouble. The thing Sora wanted me to keep an eye on her for is gonna happen plus with four other trouble makers." Kairi turned to him, "What's she talking about, Sora!"

"Ugh! They got Xion to do their work for them!" Jan realized. Hank turned to her, "To be fair, Jan, Tabitha does have parent problems plus Lance's group will only make things worse. We're need..." Jan eye's narrowed, "So, basically you were going to do our thing willingly?"

"Uh... yes." Hank nodded. As Jan beamed, "I'm so proud of you! But next time, invite me!" Kairi nodded, "Yeah, Sora we would have understood." Sora and Hank simply stated, "We tired..."

"Who else is here?" Kurt wondered. Scott replied, "I think just Jean and Evan." He turned to Taryn, "I'll catch up to you later, Taryn." They then rushed off to assemble the X-Men...

* * *

Tabby used her powers to break through the lock as she and her father walked inside the office. As they closed the doors behind them, Tabby's father told her, "Alarm's probably tripped. Let's move." He opened the painting to reveal the vault. He smirked as he stepped aside to let his daughter through, "Come on. Make it a big one."

Tabby nodded as she made a cherry bomb and placed it on the lock. When it exploded, the vault open revealing the bag full of cash. He smirked as he took the bag as they dashed for the exit when Toad hopped in front of them, "Yo, pops. I'm here to make a withdrawal." He then swiped the bag form Tabby's father and hopped away. The two chased after him to the damaged gymnasium where the other Brotherhood members stood there waiting for him. He smirked as he asked Tabby, "What do you think of my technique now, Tabby?"

"Unimpressed." She replied as she turned to leave when her father stopped her, "Get it back! Use your powers!" Just then the doors exploded as Cyclops, Jean, Spyke, Nightcrawler, Xion, Kairi, and Samurai Key entered the room as Scott joked, "Anybody here seen a lost bag of cash?"

"What are you guys doing here?" Tabby asked. Avalanche replied, "Looking to get hurt, that's what." He then used his powers to shake the room as Toad tired to hop away with the cash, "Well, I've got the moola." Jean replied, "Oh, no, you don't."

She then caught Toad with her powers and pulled him back as Scott took the money from him. Blob jumped to squish Cyclops, but Xion and Sora knocked him away with their Keyblades. Quicksilver wondered, "So, who's the hot new chick? Is she apart of the Organization too?"

"Not any more! I'm an X-Men now... or well gonna be!" Xion stated as Xion and Sora continued their assault on Blob. Wasp flew to Scott, "Over here!" Scott passed the money to her as she tired to fly away with it when Toad caught her with his tongue making her drop it to sting him to herself. Spyke fired a spike to catch the money. It got stuck on the basket ball hoop as Kurt teleport to get it and jump through the hoop, "What the? Nightcrawler, here's the lay-up! And he scores!"

Avanchle summoned an earth quake to make him drop the money. Antman grew to regular size and punch Lance by surprise, "Such a shame, Lance. To think I was making progress with you." Quicksilver knocked Hank aside went for the money, until Kairi tripped him with her Keyblade and then Jan proceeded to fire her stingers at him. Mr. Smith went for the money while the others fought, Scott noticed this and stated, "I'll get him." But Tabby stopped him and told him, "No. I will!"

She chased after her father to the damaged roof tops. When Mr. Smith reached the top the floor began to collapse around him making drop the money. He hung on the the edge for his life as he still tired to reach for the money. Tabby finally caught up to him as she reached out for him, "Dad! Dad, hold on! Give me your hand!"

"Tabby, you just keep those others away." Mr. Smith told her. Tabby pleaded, "Dad, come on! Stop it! Forget the money! Grab my hand! Please. Daddy!" he turned to her only for a minute before going back for the money. All of a sudden gave out and they both began to fall when Kurt teleported to them as caught them before teleporting them to safety on the ground. Once, on the ground, Mr. Smith knocked Kurt aside and grabbed the money as he made a run for it as his daughter chased after him, "Dad, no!"

Once, they where outside, Sora proceed to punch her father out as the police showed up. He told them, "All right, don't move. Hands in the air." Another officer stopped him, "Wait, I recognize the one in red! It's the Samurai Key!"

"Officer, this man attempted to steal the money the fair made today. My friends and I managed to stop him before he could escape." Sora explained. The officer proceeded to cuff the unconscious man as the first officer stated, "Thanks, Samurai..." He then turned to Tabby, "What about her..."

"Her father went to her for help but gave me the heads up so I could stop her... she's okay officer." Sora voached for Tabby. He nodded, "Alright, but I still need to take her in for questioning. Does she have any other guardians?"

"She does." Sora replied. He replied, "Then we'll contact them to pick her up." Sora smiled and nodded with application before reassuring Tabby, "It's gonna be okay... you can trust them."

Tabby nodded went with them peacefully...

* * *

The next day, Tabitha stepped out of the police station where Sora, Hank, Kurt, Xion, and the Professor were waiting for her. Xion asked, "You gonna be okay?" Tabby frowned, "I'll live..." She turned to the Professor, "So, what's gonna happen to my father?"

"Well, they're detaining him. In addition to the charges for coercing you, he's got several outstanding warrants." The professor told her. Hank added, "He won't come after you anymore."

"I'll just go pick up my stuff and be out of your way." Tabby said sadly shocking Sora, Kurt, and Xion. Kurt told her, "Tabitha, you don't have to leave the Institute." She nodded, "Yes, I do. It's just not a good fit. Not right now. Goodbye, Blue."

"You know where we are if you need us." The professor reassured her as she walked away. Sora walked after her, "So, where are you gonna go now?" Tabby sighed, "I don't know... I don't know what to do now with my life."

"Tabby... I know what your going through. My foster father... he wanted me to some pretty bad things too. But we don't have to follow in thier footsteps. We choose who we want to be, not them. I choice to follow in my true parents footsteps with my twin brother, and I want to believe you want to be a better person too." Sora told her. She smiled, "Sora... your a good man. Kairi's lucky to have you..."

"Still doesn't solve where I'm gonna go..." Tabby sighed. Sora thought for a moment, before beaming, "Wait, I have an idea..." Sora gestured her to listen in as she leaned to him as he whispered his idea and she slowly began to beam...

* * *

Later, back at the brotherhood's home, Toad hopped to the sink and turned the faucet only for a drop of water to come out as Toad wondered, "Hey, what happened to the water, yo?"

"City just shut it off. Makes me thirsty just thinking about it." Lance replied as he took a bottle of water from the fridge when he heard a knock on the door. When he opened itm Tabby stood there and smirked, "Hey, there." She swiped Lance drink as he stared in shock, "Dying of thirst. I need a place to crash. Sora said you wouldn't mind." As she drank the water all the members stared at her as she asked Fred, "Rooms upstairs?"

Blob nodded as she smirked at him as she walked upstairs. Pietro told Fred, "Go stop her." Fred argued, "You go stop her." Toad nodded, "Yeah, don't she know? No chicks allowed in the Brotherhood House." Pietro nodded, "Especially the ones my little brother sends."

"Hey, this one's locked." Tabby stated. A few seconds later, they heard a small explosion as they all ran upstairs to see that she got the door the Mystique's room open. The only room not falling apart much to their shock. She smirked as she entered the fancy bedroom, "Oh, no! Not bad. I guess this'll do." She turned to the boys and told them, "Our meeting in Hank's Social group is tomorrow so don't be late... And stay out of my room!" She slammed the door shut...

* * *

"You sure this is a good idea?" Kairi asked Sora as they watched her enter her new home. Sora nodded, "Yeah, she'll even keep them from doing the wrong things at the moment. She might even be able to turn them around to the X-Men. She's more relatable to them too."

"Well, if your sure Sora... then I trust you." Kairi smiled. Sora smiled, "C'mon... let's get some of this Cotton Candy before the carnival closes." Kairi nodded as they held hands as they turned to leave as Sora gave one last look, "May the Force be with you, Tabitha."

* * *

Kurt sat on the second floor porch as Scott walked up to him, "So how bad's the damage?" Kurt replied, "I have to wash all our uniforms, wax the X-Jet and clean out the Danger Room every day for a month." Scott smiled, "Well, that's not so bad."

"After Logan's sessions." Kurt finished as Scott winced at that. Even he had no idea why Sora loved those sessions but he replied, "But that's not what you're really bummed about, is it?" Kurt shook his head, "No. I just I don't understand why she left."

"Hard to say. But when she sees what it's like out there, this place'll look awfully good." Scott told him. Kurt sighed, "Something tells me she knows exactly what it's like out there."

* * *

Meanwhile, Hank continued figuring out trying to figure out how to open the Holocron as his godmother walked by, "Don't stay up to late."

"Yes, Tifa." He nodded as he turned back his computer as he began to type his next theory...

* * *

Meanwhile, somewhere in a distant galaxy, Vader waited as he stared out the window as three figures walked up to him. The first was a blue alien with red eyes and he was where a dark brown coat and a fedora. He was Cad Bane. The second was a green armored man with a jet back. He was Boba Fett. The third figure was man in a black and red costume with his twin katanas and guns. While, he was little known to this galaxy, but on earth he was simply known as Wade Wilson or better known as Deadpool. Deadpool cheered, "OMG... the bromance people have been dying for!" He turned to the readers, "Hey, you all knew I was going to be in this crossover!"

"What's this idot talking about?" Cad muttered. Deadpool turned to the bounty hunter, "Woah, you're here too. You're like my third favorite Bane... even if you only appeared in the one Clone Wars series."

"Do you ever shut up?" Boba asked. Deadpool shrugged, "Not when I'm awake... but then again I can sleep talk too. Hey, wanna stay and my place and find out?!"

"No!" They two replied. Deadpool sighed, "Fine... this is still awesome though." Vader spoke up, "I did not summon you three here to socialize."

"What is it that you want, Lord Vader?" Boba Fett demanded. Vader replied, "The polit who destroyed the Death Star... he is a weilder of the Keyblade and he's strong in the Force. I want you to search the galaxy find out who he is... and bring him to me... alive."

"Keyblades... Jedi... You don't see allot of any of them anymore." Cad pointed out. Boba Fett nodded, "Yeah... the price on the boy's head will be triple."

"Very well... report to me within the week of what you find. Do not fail me." The bounty hunters turned to leave as Deadpool wondered, "Um... is there a specific number on his head or was the author to lazy to think of good price number?" Boba yanked him away, "Move it before you make him angry..."

"I mean we better not get 3 credits for this." Deadpool called out as they left Vader alone...

* * *

 **Deadpool: Hi, folks Deadpool here! I know what your thinking? How could I possibly go from world to world and hunt alien bounty's for money without a ship? Well, it's simple really, I just...**

 **Spiderfan626: Deadpool! What are you doing?**

 **Deadpool: Trying to clear up confusion for the fans...**

 **Spiderfan626: You're giving away spoilers...**

 **Deadpool: True... and I'm proud of it...hey what are you doing?**

 **Spiderfan626: Hulk get Deadpool outta here!**

 **Hulk: HULK SMASH RED MAN!**

 **Deadpool: YOU SSSSSSSSSSSSSSSSTTTTTTTTTTIIIIIIIIIIINNNNNNCCCCCCCCCCKKKKKKKKKKKKKK!**

 **Spiderfan626: I knew having him on here was a bad idea... Trust me there will be an explanation on that later... anyways on to the preview... With still no luck opening the Jedi Holocron, Sora must go to the Baxtar Building in hoping that Reed Richards can help him but once inside things starts to take a turn when the Skrull attacks and one has all the powers of the Fantastic 4! Now, he must rescue the heroes with R2 and the Thing and try to contact the others for back up! Will they succeed in time? If they do, how will Sora solve the problem through violence... or peace? I hope you enjoyed the chapter. Be sure leave a review and if you haven't already be sure to follow and fav. as well! See you next time!**


	6. Chapter 5: Revenge of the Skrulls

**I don't own Kingdom Hearts or X-Men: Evolution.** **They each belong to Disney, Square Enix, and Cartoon Network. Alright, Sora's first team-up with the world famous Fantastic Four. This chapter based on the Fantastic Four: World's Greatest Heroes and the episode with the same name as the chapter. Now before we begin let's move onto the reviews...**

 **Legionnas: There is an explanation for that but we'll get to that later. Yeah wouldn't be to surprised about that as well, unfortunately for them Deadpool has that darn healing factor and curse from Thanos that won't let him die, and he can't remove the curse because the Orginzation killed him previously so... stinks to be them.**

 **ajjr12: It's was George's idea you know but I think in the current version Han was being sarcastic.**

 **marvel fan: Actually, they do help but not until later. However, the Avengers will Assemble with the Setinal, Ansem, Juggernaut, and the return of the droid army at near of the end of the season.**

 **star wars fan: Not just Luke we'll see they others when they learn where Earth is. And no, Han and Indy are not related in any way. They are just doppelgängers nothing more.**

 **chirstmas fan: No, sorry. There is a Christmas episode plus a Christmas/Halloween world before then though.**

 **NinjaFang1331: Thank you!**

 **Mickol93: Thank you! The Empire Strikes Back will appear in season 3.**

 **deathbykitsune: Well, one thing of saying it another is... BECAUSE I'M BATMAN! Nah, just kidding there's another reason.**

 **GREAT CELESTIAL DRAGON: You'll find out later on this season and it's too late. He's been bugging me enough for not updating some of my other stories he's in but don't worry we have him tied up in the back. (Muffling sounds could be heard in the background) and you'll stay there until you agree to only reveal what I'm okay with! Now then, yeah, I know but there's a funny scene later on in the season of how Reed handles while Sora's expiation to the others. It's going to be** **hilarious. Sadly, it won't appear in this episode though but this season it will. And don't worry... we all know Sora's gonna live through this... even Deadpool.**

 **black panther fan: I reply with two simple answers 1. No. And 2. Yes. Now, let's move on, shall we...**

 **TheWolfHeadset: Yes, they're will be. Hope you enjoy them.**

 **Well, with that out of the way, let's roll the chapter!**

* * *

Chapter 5: Revenge of the Skrulls

Somewhere in the Milky Way Galaxy, on ship floated around Jupiter. Inside four robots stood back to back, looking like Earth's favorite heroes... The Fantastic 4. A single alien stood before as the room lit up. He could here the computer say, "Begin." The robot version of Thing charged at him, "IT'S CLOBBERING TIME!"

The machine tired to punch the alien but it's attack's wear easily blocked by a force field the alien created. Another force shield was made to cut the robot in two. The robot version of the Human Torch exclaimed, "FLAME ON!" Fire srounded the machine, and a rope came down a hooked on to the machine and lifted it up to make it look like it was flying. The machine blasted fire at him but once agian it was easily black by the aliens force field. He then used his arms to stretch out like rubber at the robot and coiled it up until the flames where put out. He then pulled it from the rope and send to the ground destorying it. He then turned to the robot version of the Invisible Woman, and blasted fire at her. The robot proclaimed, "You cannot defeat my invisible force fields."

The robot rasied it's hands and a wall came between the alien and the robot. However, the alien covered his fists with fire and went around the wall catching the robot of guard. The robot screamed it pain as it burned. Once it was down, the robot version of Mr. Fantastic stretched out to attack, "I will stop you."

The alien just throes his arm at him creating a rock fist that went through the robots chest. With the final robot destroy the alien looked at his worked and stated, "Pathetic." Just then an image, of a female alien wearing royal clothes appeared in front of him. The alien knelt to her, "My Queen."

 _"Rise, Kl'rt. You're performance was better than expected. You're now the first Super-Skrull. I believe we have you to thank for that... Vexen, right?"_ The Skrull Queen presumed as Vexen emerged from the shadows, he smirked as he gave his own bow, "Queen Veranke... The experiment was a particular interest to me. Thanks for the DNA you have given me of the Fantasic Four, I was able to duplicate their powers into one of your soldiers."

 _"And you can do this with all of Earth's superhumans. Hero and villian alike?"_ The Skrull Queen asked.

"But of course. However I believe mere robots, or not enough for a proper demonstration of what you're Super-Skrull can do." Vexen answered with a grin. Kl'rt nodded, "I agree with the strange scientist, these robots were of no challenge."

 _"Then let's see if you can handle the real Fantastic Four. Set a course to Earth."_ Queen Verake ordered as Vexen grinned and the Super-Skrull bowed, "At once, my Queen... Soon Earth and all of the galaxy will belong to the Skrulls." They turned the destroyed robots as the one of the human touch repeated, "Flame on! Flame... Flame..."

* * *

A week later, back on Earth, Hank continued working in his lap as he worked on his latest theory of how to open the Holcron as Sora and Wasp watched him. He tapped in a few buttons in the computer, before shirking down to the smallest he can be. Sora turned to Jan, "How long has he been working on this now?" Jan paused to think, "Three weeks..."

"And how many attempts has he made?" Sora asked. Wasp thought for a moment before assuming, "I believe this is his 625th?" Just then Ant Man returned to proper size as he corrected, "Actually, this is the 626th attempt." He sighed, "And that goes another failed theory."

"Ugh...at this rate we can go at this forever..." Jan groaned. Hank replied, "It gets much worse than that... While, I still have plenty of theories... I don't process the right technology to work with this..." Sora sighed, "So, we're at a dead end."

"I'm afraid so..." Hank sighed before replying, "Unless... Stark industries or the Baxter building, would be willing to lend us a hand. Two problems, I don't trust Stark Industries escpically with Stane going back into the weapons bussiness... and getting a meeting with Reed Richards is impossible at this rate."

"Reed Richards... Where have I heard that name before?" Sora wondered as Jan explained, "He's also known as Mr. Fantastic of the Fantasic Four." Sora nodded, "Oh... Well... We do need to get in contact of them anyways... So, let's try with them."

"You don't understand... The odds of getting a personal meeting with any of them are Percicly 2 million to one. It's not like there's going to be a contest with them or anything." Just then Wasp flipped on the TV, as the man on the television stated, "Hey, there... Are you a fan of fantastic four? Would you like if you get a chance to meet them? Would you like to be a member of the fantastic four for just a day? Well, now it's possible! Come to the Baxter Building today, where you can get a chance to meet and go on an adventure of the your favorite heroes and become a fifth member of the team. Don't delay, Be A Fantastic Fifth For a Day, today!"

"Huh? What were the odds of that happening?" Jan stated. Sora smiled, "Well, what are we waiting for... Let's go..." As he light tapped his belt as it chanced into the colors of the Fantasic Four uniforms." Hank pointed out, "Getting chosen is still a big possibility..."

"Don't worry, I have a few Aces up my selves..." Sora smirked...

* * *

"Um... Master Sora... What excatly are we doing here again?" C-3PO asked Sora. They were currently, standing among the Fantasic Four fans as the droids where in disguises. Sora whispered, "Look, I need you two's help if I'm going to get a chance to talk to the Fantasic Four... So what I need you to do is just be yourselfs without revealing yourselves to anyone other than the Fantastic Four."

R2 beeped as Sora nodded, "Yeah R2, we going to impress them with you two..." C-3PO asked, "And why do you need to get in so badly." Sora answered as he showed them the Holcron, "Because, I need Mr. Fantasic's help to get this open. According to Hank, he might be the only with the resources on the planet to do so."

"Well, in that case, Master Sora... We'll help in anyway we can... Although, I'm not sure, how you managed to convince the professor with this." C-3PO asked. Sora nodded, "It wasn't easy but he said as long I didn't expose you to anyone else, it would be fine... It's too bad Hank and Jan couldn't be here though." They waited as the heard the people chatting among themselves, "Check out their costumes."

"You're stepping on my cape."

"I love you, Johnny!" One of the fan girls screamed. Meanwhile, with the Fantastic Heroes, Johnny Storm also known as the Human Torch turned to his sister, "Wait a minute, we're doing what?"

"I have been telling you about this for weeks. Look, just smile and wave. And don't burn anything down." Susanne Storm a.k.a. the Invisible Woman whispered to her brother before spoke through the microphone, "Thank you all for coming to Be A Fantastic Fifth For a Day. On behalf of the Fantastic Four, we welcome you to the Baxter Building. The winner of today's contest will get to spend a day with the team." Everyone cheered at that as Johnny looked confused, "Did she go crazy? Is that it? Why would she do this?"

"A little goodwill never hurt anyone, Johnny. After all, the city sometimes takes the brunt of our more destructive adventures." Reed Richard a.k.a. Mr. Fantastic stated as he multi-tasked on one of his devices. Ben Grimm a.k.a. the Thing asked, "What, we tore up the city a little so now we gotta make nice? Great. Well, if there's one thing I love, it's parading around like a giant freak for people." He then saw a fan covered in fan covered in small rocks cheering for him as he groaned, "I think that kid glued rocks all over himself."

"Maybe he wants to be your sidekick. The Thing and Boulder Boy." Johnny joked causing Ben to glare at him. However, as Ben observed the crowd he noticed allot of the same looking people where wearing the exact same outfit. Ben turned to Reed and told him, "Stretch, am I going nuts, or are there a dozen sets of twins out there? And is that a leprechaun?"

"And not only that, but the winner will receive..." Sue continued when Reed stretched ahead of here making her wonder, "Reed?" Reed stared at the leprechaun until, with his glasses, it revealed him to be a skrull. Reed removed the glasses, "Johnny, the leprechaun. Get him."

"Oh, sweet. FLAME ON!" The Human Torch exclaimed as he burst into flames and flew after the shape shifting alien. C-3PO gasped, "Oh my..." Sora wondered what he was doing he looked around the area, a saw the leprechaun changed into a kid to get away. Sora's eyes widened, "Mystique..." He pulled out his phone and immediately called the professor, "C'mon, c'mon... pick up... pick up..."

"Hello, Sora, did you get in." The professor called. Sora replied, "Not yet, but I have a situation right now... Mystique's here! At the event!" The professor asked, " Are you sure?" Sora answered, "I just saw a leprechaun change into a little boy so yes, I'm sure."

"Alright... I'm going to send Storm, Wolverine, Cycolps, and Jean to your area once the crowd has left. I also try to see if Hank and Janet are in the area as well... we'll handle her, Sora. Just stick to your plan." Sora nodded, "Got it... thanks Professor." He hung up as the Human Torch returned to his team and apologized, "Sorry."

"Susan, we need to conference for a moment." Reed told her before turning to the crowd, "Be right back, folks." She laughed nervously as she wen invisible as she back away, she then turned to the others and whispered, "What are you doing? You're ruining my contest."

"The crowd has been infiltrated with Skrulls." Reed explained. Ben raised an eyebrow, "So?" Reed looked to Ben in shock, "What do you mean, 'So?' We knew they'd be back. This could be the start of an invasion." Johnny sighed in relief, "Good, because this contest?" He blew a raspberry, "Boring!"

Sue slapped him with an invisible force field, "Ow!" Sue added, "It is not. Honestly, Reed. Can we talk about it tonight? I'm right in the middle of this." Ben shook his head, "No, my show's on tonight. If we have to stop an invasion, let's do it now."

"It's an alien invasion!" Reed exclaimed. Sue raised an eyebrow, "True, but it's just that the Skrulls, well, they're kind of dumb." Reed replied, "That may be the case, but we still have to take this seriously. The contest is over." Sora turned to Threepio, "Can you read lips?"

"Well, I'm not sure if I'm right, but I believe that man has stated, the contest is over due to some kind of invasion." Sora and Sue exclaimed, "What?!" Sora turned to R2, "R2 pick any signs of incoming space craft... It could be the Empire." R2 beeped as he began to scan as Sora told them, "Alright... we need to get in closer... we need to know more about this... and win this contest..." With that the three tired to get closer to the crowd as Johnny exclaimed, "Hallelujah!"

"Reed, I put weeks of work into this contest. We have to do this." Sue argued as Sora and the droids finally made their way in front of the crowd. Reed sighed, "Fine." Sora was relieved to hear that it was still on and he had to win now. Sora waved to get their attention, Reed turned to the crowd when Red noticed one boy was with two droids. This intreasted him as he pointed to Sora, "You, you win."

"Yes! Yes!" Sora beamed. Reed turned to the disappoint crowd, and quickly stated, "Congratulations. Now, everyone, go home." Everyone groaned as Sora, Threepio, and Artoo we're the only ones staying. Sue smiled sheepishly, "Wasn't that great, folks? Thanks for coming. See you next year." With that everyone headed in the Baxtar building, Sora sighed in relief, this was even better than he hoped from here his friends could look for Mystique without drawing attention while he would be able to solve his own problems. He turned to the droids, "C'mon, Threepio, Atroo..."

R2 beeped as they headed inside as Sora stated, "Okay, I believe introductions are in order. I'm Sora Skywalker. I need your help with something but for the moment, it can wait, I could help but heard about something about an invasion..."

"Stop." Sue cut him off before telling him, "Sora, is it, you need to go home. We'll mail you your prize." Sora then looked a round and raised a hand, "I sense a disturbance in the Force..." Sue raised an eyebrow, "Uh... what?" Sora closed his eyes and took deep breaths as Ben stated, "Lobby seems awfully crowded."

"Yes, it does." Reed agreed when Sora opened his eyes and narrowed them at the people. He summoned his Keyblade much to the others shock as began slashing his way through the crowd. After his last, attack he paused as all the "human" changed back into their real forms, or the Skrull and fell down to the ground unconscious. Sora put away his Keyblade and stated, "And I thought one shapeshifter was bad enough..."

The team looked together in shock as Ben realized, "Wait, you're that new guy that's been on the news... Samurai Key." Sora nodded as he changed out his Fantastic Four cloths into his hero outfit, "Yes, but I believe we'll have to save to proper intros another time. You mention something about a invasion."

"He's right, if the Skrulls are in the building there's no telling where they are next. Everyone upstairs!" Reed told everyone as C-3PO removed his cloak, "Oh, I knew it was dangerous out here." R2 beeped in response as the cloak fell off him as Threepio stated, "And you thought it would be safe here."

"Woah, nice robots." Johnny observed as the elevator doors closed as Threepio turned to him, "I beg you pardon, but I'm no mere robot! I am C-3PO, human cyborg relations..." Sora turned to Threepio, "Not now... R2, did you pick up their ship?"

R2 beeped as Threepio translated, "R2 says that a warship is just above this very building!" Reed observed his droids, "Impressive... did you make them yourself?" Sora shook his head, "Actually, my dad built Threepio and my mom owned R2... although, I not excatilly sure who built him." He then turned to R2, "Do they work for the Empire?"

R2 beeped in reponse as C-3PO replied, "R2 says not in the slightest... these aliens ship had been around much longer than the Empire's been." Thing raised an eyebrow, "The Empire?"

"I'll explain everything when this is over. How soon can we get to the roof." Sora asked as Reed stated, "Any moment now." Once on the toop level they went onto the roof. Everyone looked up as the Skrull ship revealed itself, as single Skrull came down and landed in front of the heroes, he declared, "Fantastic Four. You will surrender to the Skrull Empire!"

Ben and Johnny brust out laughing as Sora told them, "Don't underestimate him, I sense something different about this one." Johnny told him, "I thinking your overestimating him, kid. This will be over in a minute." Reed walked his way to the skrull a demanded, "What is the meaning of this invasion? What do you want with Earth?"

"There is a war going on, Reed Richards. My people have been fighting the Kree for thousands of years. And now..." The skrull explained as Johnny rolled his eyes, "Is this gonna be a long story?" The skrull exclaimed, "Silence! Your planet is in a strategic location, but this is no invasion."

"See, you canceled the contest for nothing." Sue argued. Sora walked to her, "I don't think so... somethings not right here." Sora turned to the skrull, "You came to invade our world later though? You came here first for something else."

"Correct, human. The invasion comes later. What the Skrulls came to see was the final defeat of the Fantastic Four." Skrull declared. Sora replied, "First, I'm not sure if you heard but it's Fantastic Five today, sir but there doesn't have to be a war among our people. I wanna negationate, I'm sure there's a way for the skrulls and humans to come to an understanding..." However, Ben pushed Sora aside, "Talk time's over, pal, now it's clobbering..."

Just then the Skrull hit Ben sending him flying off the buliding as everyone turned to the skrull in shock. The then revealed that he had all of the powers of the Fantastic Four as he laughed. Sora muttered, "I've got a bad feeling about this."

He then streached out towards them before turning invisible. Sue turned to her brother, "Watch out, he's right behind you." Just then he reappeared to hut Johnny with his rock fist. He tired to grab him but force field blocked his path forcing Reed to pull back. Sora summoned his Keyblade in defense as the skrull threw a fire ball at him as Sue blocked his path and protected him from the flame. Sora told her, "It's okay, I could have handle... LOOK OUT!"

Sue looked up to see the skrull raise his fist to smash her, she barely put up a force felid in time which sent her back and unconscious. Johnny eyes widened in horror, "Sue!" He then flamed on and flew to the skull to attack but the Skrull quickly wrapped him up and knocked him unconscious. However, while the Skrull was distracted Reed was able to get a hit in knocking the Skrull to the ground, "Stay away from my friends."

The skrull glared at him as the circled and streched around eachother as the skrull explained, "I've been training for months, studying the four of you. I've fought this fight 1,000 times in simulation." Reed warpped himself around the skrull as he asked, "Then why haven't you beaten me yet?" The Skrull burst into flames making Reed release him. The Skrull the punched him out with his super strength as he answered, "Because I want to savor the experience."

He then failed to notice Sora's Keyblade was thrown at him, until he turned to be knocked in the face. Sora's Keyblade returned to him as he stated, "You may know all about them... but you know nothing about me." As the Super-Skrull stood up he turned to Sora, "True... but I did not come for you but now that your here..." Just then crows came flying in as Sora sensed those weren't crows as the revealed to be skrulls as the Super-Skrull finished, "We will find out what makes you tick and claim you powers for our own."

"I don't so." Sora's eyes narrowed as he turned to R2, "R2!" R2 then created a smoke screan building the skrulls as Sora told Threepio, "Stay with the others... we'll be back."

"Wait... we're are you going?" Threepio asked as Sora and R2 flew off while the Skrulls were distracted when the smoke cleared the Skrull turned to the droid who rasied his arms, "I Surrender! Please don't hurt me!"

The Super Skrull ordered, "Find the boy... Vexen may find this one usally in his experiment! And take three of the four as while to the dorid to the ship. The skrull moved in as Threepio wondered, "Oh, what did I get myself into this time."

* * *

Meanwhile, Sora and R2 listened in before Sora turned to R2, "Vexen... I should have known... We have to find the Thing and get the others." R2 beeped in response, as Sora smiled, "Don't worry, we'll rescue them... now let's find Thing and get to the others... we're's the nearest aircraft... I sure hope the don't mind us borrowing it." R2 began to scan...

* * *

Meanwhile, Thing pulled himself out of the ocean, removed the seed weed the covered him and spat out a fish, he turned to the crowd that was staring at him as he nodded, "Yeah, yeah, kid, I know. A scary monster. Now, if you'll excuse me..." He then took a bite of a random kid's cotton candy before running off, "I got some aliens to go beat up."

He began to run back as he looked up to see the Fantastic Car flying down towards him. He saw that the Samerai Key was flying and R2 was in on of the seats. Sora asked, "Need a lift?" Ben hopped in a seat as he wondered, "How do you know how to fly the Fantastic Car?"

"I can fly anything. I literally come from a family of the best polits." Sora replied. Thing grinned, "Really? Alright then... let's go rescue the other." Sora flew off back to the Baxter Building. As Ben asked, "So, uh... it's Sora right? The name's Ben Grimm." Sora smiled, "It's nice to meet you, Ben."

"You too, kid." Ben nodded...

* * *

"Report. Have they found the Thing yet?" The Super Skrull ordered his scientist as the prepared to dissect the three and Threepio. They bowed to the commander, "Still searching, Commander." Reed observed, "Clearly you used our DNA to transform yourself into a super warrior, which is brilliant, by the way, but why only you?"

"Silence, human!" The Kl'rt exclaimed. Reed asked, "Why not create an army of Super-Skrulls? You would have taken over Earth easily." Before anyone could say anything else, Vexen walked into view, "Because, Dr. Richerards... this was simply an experiment... trust me. You'll see more one day... no that you'll live long enough to matter."

"And who are you? You are you turning on the human race?" Reed wondered. Vexen replied, "I am Vexen. I'm a scincest and this world matter's little to me or the Orginzation. Other than your unquie powers and it just so happens where the Keyblader is." Just then the skrull marched up to him, "You failed to mention about the Keyblade Weilder... You're saying you knew about him the whole time and failed to mentioned him to us."

"Young Skywalker's interferance was unexpected but he will be dealt with." Vexen replied. Kl'rt wondered, "I recall, Keyblade weilders being honorable warriors that fought to keep the worlds at peace and a rumor that one defeated a long time enemy of the skrull... why not ally ourselves with him."

"You dare question me... one more outburst like that and you can say good bye to your Super Skrull army." Vexen glared. That made Kl'rt said nothing, as Vexen nodded, "Good... the boy will be back with the Thing so be on guard... I want the boy alive, then and only then will I give you the secret in creating Super Skrull army." With that, he left the room as the Skrull turned him, "Sir, orders?"

"Look, busy... I do not trust this Vexen... and that name... Skywalker... I've heard it somewhere before..." He turned to a skrull solider, "Contact the Queen and report what we have just learned... she may know what's really going on." He nodded and left the room as Reed asked, "So, why ally yourself with Vexen?"

"And put a gag on Mr. Fantastic." He ordered as he left the room. Reed stated, "It was just a simple question."

* * *

Sora flew in quietly as snuck in the Skrull ship. Sora, Thing, and R2-D2 peeked out once the coast was clear. Sora turned to Ben, "My friends are on their way... they should be able to help us with the Super-Skrull. Ben turned to Sora, "What? Is there like some kind school for you guys."

"Something like that..." Sora chuckled. He turned to R2, "R2, find the others." R2 plugged into to one of the computor teminals and then beeped. Ben asked, "What's he saying?" Sora answered, "He said that they're in the room ahead of us."

They looked around the corner to see two Skrulls guarding a room. Ben grinned, "Alright... let's do this..." Sora stopped him, "A wise man once said there are alternatives to fighting." Sora walked ahead as Ben wondered what the kid was doing, the Skrull saw Sora and aimed their guys at him, "Halt human! State you business!"

"You will stand down. Vexen expects me... you will return to you commander. Everything is in order." Sora waved his hand. The skrull lowered their guns as one repeated, "We will stand down. Vexen excepts you..."

"We will return to our commander. Everything is in order." The other repeated as they turned to leave. Sora smirked as Ben walk to him with R2, "Nice move... How'd you do that?"

"The Force can have a powerful influeance on the weak minded." Sora smirked as Thing laughed, "Can't argue with that..." He then turned to R2, "Okay, little guy... could you open the door for us."

R2 beeped in response as he went to do so after a minute the doors opened. The scincetists turned for Sora to pull them in and Thing to knock him out. Ben smirked, "I gotta love me some team-ups."

"Finally, I think they were going to dissect us!" Johnny exclaimed as Sora proceeded to free him. Thing then freed Reed who asked, "What took you so long?" Ben replied, "Hey, it's rush hour. Give me a break." Reed the proceed to rescue his girl freed and removed the device the cover her head. She gasped, "Reed, I couldn't see, I couldn't hear, I didn't know where I was."

"You may have been happier not knowing." Reed replied. Sue looked at the room they were in and nodded, "Yeah, I think you're right." Ben the freed C-3PO, "You, okay, pipsqueak? They didn't switch out your turn ya to scrap or anything?" Threepio exclaimed, "Oh, Thank the Maker! Thank you, thank you. Oh, I want to go home."

"That won't be happening." They turned to see Kl'rt had returned, "I don't know how you got past my guard undetected but it won't happen again." Every quickly got into their battle stances as the droids went behind them. Thing wondered, "Do we have a plan, or are we just making it up as we go?" .

"I have one, but we need to get him to the surface... I have reinforcements on the way and I need all of the Skrull's attention, I just hope it works." Sora replied. Mr. Fantasic turned to him, "Your the only one, they didn't prepare for so we'll follow your lead." Sora nodded as Kl'rt pounced at them with full power but Sora used the force to catch him mind air and then Sora threw him through the ship to the surface before. The Skrull stopped himself mid air only for Sora to fly after him and slam his Keyblade into him knocking him down to the surface. As the Johnny flew after them, Threepio turned to Mr. Fantastic, "Wait! I can't go out there. I'm afraid of heights."

"Fear of heights is irrational. It's much more accurate to say you have a fear of falling." Reed told the droid as he grabbed him and safely carried him down as Ben followed him, "Come on, Suzy, last one down has to clean all this up." He then jumpped down as Sue turned to R2, "You need help getting down too, little guy?" R2 beeped in response as he revealed his rockets on his feet and began to fly before flying out the hole. She smiled, "Okay... that little guys kinda cool." She then used a force field to lower herself down. Vexen watched all of this as he smirked, not only would he have payback for stealing his experiment from him but he'd be responsible for creating the aleins that could defeat the heroes of this world...

As they all made it to ground level, Sue turned to them, "Okay, one, I am not cleaning this up, and two, any thoughts on surviving this? He beat us pretty easily last time."

As the Skrull stood up fog came in as everyone looked in confusion, except Sora as he smirked, "Two words... Back up." A jet came flying down and the ramp open as Scott, Jean, Storm, Ant man, Wasp, and Wolverine came out. Wolverine groweled, "Since when did it go from Mystique to alien invasion!"

"That's a long story. Short version... Vexen's behind this." Sora explained to his friends. Scott walked up to the Super-Skrull, "Alright, alien, where is he?"

"I'll tell you nothing humans!" Kl'rt exclaimed as he powered up. Wolverine popped out his claws and stated, "Then let's go digging for an explaintion!" Wolverine then charged at the Skrull, who blocked his attacks with a force field and stretched out to attack him from behind only for lighting to strike at him from Storm as Johnny wondered, "Who the heck are these guys?"

"Hmm... I regonize Antman and Wasp from the news but the remaining four, I'm unaware of." Mr. Fantastic observered as Antman shrunken down and ran on the Super-Skrull's back and punched him. Antman beamed, "Reed Richards knows my name! Pinch me I must be dreaming!" The Skrull was about to crush Antman when Wasp began to fire strings to back him off, "Hank! Focas here!"

"Huh? Oh, right." He then pressed a button that made him grown bigger into Gaint Man and proceeded to punch him forcing the Skrull to block all the incoming attacks with his invisible force field. As Scott blast at the Force feild, he explained, "We friends... That's all you need to know."

"Well, in that case..." Thing charged at the Super-Skrull as he declared, "IT CLOBBERING TIME!" He then proceeded to whack at the sheild itself...

* * *

"Report! What has happen?" Veranke demanded. One of the skrull ran up to her, "You majesty, the Commander has engaged the four but he was caught off guard by a Keyblade wielder and he gathered his allies to aid the Four. Arcording to Kl'rt, Vexen knew of this but failed to mention this to us."

"Is that so... what else is he trying to hide from us?" Veranke wondered. Another skrull replied, "We have an image of the boy and Kl'rt overheard the boys name." An hologram of Sora appeared infront of the Queen, as the Skrull finished, "Vexen had called him Skywalker."

"Skywalker? Is it possible..." The Queen wondered before ordering, "Zoom in on his coat of arms." The Skrull zoomed on his symbol on his shoulder pad as the Queen's eyes widened, "Jedi... they still live..." She turned to her people, " We have been deceived! Contact, Kl'rt! That boy is not our enemy! NOW!"

The Skrull quickly went to work as the Queen vowed, "Vexen... you'll pay for this trickery!"

* * *

Giant Man, Thing, and Wolverine were sent flying back. Kl'rt sent a wave of fire at them which was blocked by Jean and Sue. Scott turned to Sora, "I have an idea... Sora can you break the aliens force field with you Keyblade?" Sora nodded, "I can try."

"What makes you think Sora can break through when we can't?" Sue wondered. Jean smiled, "Sora's Keyblade can unlock anything... Sora get ready." Sora summoned his Keyblade once the girls broke off the attack the Skrull raised a shield he defense but Sora aimed his Keylade and fired a beam of light which disabled the force field. Kl'rt's eyes widened, "Impossible!"

He was the blasted away by Scott, Torch, and Storm. Storm declared, "This fight is over, alien!" Just the Skrulls flew down as crows as the surronded the heroes. Ben wondered, "Well, we got their attention, what's part two?" Before anyone could answer an image of the Skrull Queen appeared, _"Stand down! All of you!"_

"But, my Queen... We can still..." Kl'rt got up as he was confused as the Queen cut him off, _"Silence, Commander, can't you see they are not our enemy. Do you not recognize the boy's coat of arms?"_

Kl'rt turned as his eyes widened in recognition of Sora's symbol on his shoulder. Sora smiled as he pulled out his father's lightsaber and activated it. The Skrull commander's eyes widened, "By the force... a living Jedi..." He and the other skrull bowed to Sora in respect, "Forgive us, Master Jedi. We had no idea you were here or that this world was under your protection."

"Huh? What just happened? What's a Jedi?" Johnny wondered. Reed stated, "I don't know Johnny but I have a feeling we're going to find out." Sora deactivate his lightsaber, "It's alright... you've been deviced by Vexen... one of my enemies." It didn't take long for the Skrull to put two and two together, as Vexen appeared, "Why are you just standing there! Take them!"

 _"Vexen! You traitor!"_ The Orginization member turned to see the Skrull Queen glare at him, _"You dare use us to attack one of the only chances of restoring peace to the universe. An agent of the Empire... no doubt!"_ Vexen tired to explain, "I assure you... I have a perfectly good..."

 _"I've heard enough of his lies! Take him!"_ The Skrull all attack Vexen but he knocked the aside with his shield until Kl'rt destroyed his ice shield. Vexen growled, "This is not over!" He then vanished in a corridor of darkness. With Vexen gone the Queen turned to the heroes, _"Heroes of Earth and allies of the Jedi. The Skrull Empire ask forgiveness for trying to invade your world."_

"Yeah... uh... why did you try to invade us?" Johnny wondered. Queen Verake told them, _"As you now know that Skrull and the Kree have been enemies for thousands of years however, there was a time were the Kree and Skrulls where allies thanks to the Jedi."_

"You both joined the Republic." Sora realized. She nodded, _"Yes... the Jedi offered negotiations and found a way for our two Empires to live in peace and we provided aid to the Republic and the Jedi whenever we could... until the Empire showed up."_

"That's when the Order 66 happened. With the Jedi gone, there was no one left to keep the peace." Jean realized. The Queen nodded, _"The Kree and the Skrull became enemies once more and the only thing we could agree on is that neither of us would join the Empire. Years later, our world was destroyed by creatures of darkness and Vexen lead us to believe Earth was a perfect world for us to live in... we can see now that has been a lie. Tell me, how did you survive Order 66 when the other Jedi did not."_

Everyone turned to Sora as he explained, "Because, I was born only days after Order 66. My name is Sora Skywaker. My father was a Jedi named Anakin Skywalker and my mother was Senator Padme Amidala of Naboo it was in there dying breath they managed to get me and my brother to safety so I could one day restore the Republic." The Skull nodded, _"I have met both you parents when I was only a little girl. They were good people. I'm terrible sorry for your losses."_

R2 whistled as Threepio told him, "Quiet R2." Kl'rt asked, "Is there really hope we stand a chance against the Empire?" Sora smiled...

* * *

Later, an image of Princess Leia appeared from R2 as she finished explaining, _"...And we've been fighting the Empire as soon as we were gathered. They and the Orginization are the real enemies."_ Thing puzzled, "Man, this keeps get stranger by the minute."

 _"With crushing blows like the Death Star, perhaps we do have a chance... The Skrull will join the fight against the Empre."_ Leia smiled, _"Good to hear... we can use all the help we can get. We'll send you our coordinates so we can make it official. Welcome to the Rebellion. May the Force be with you."_ And with that the message from R2 ended. The Skrull Queen declared, _"Should the Empire ever come near this world... the Skrull will defend this world."_

Sora smiled as he gave a Queen a bow as the transmission ended. With that the Skrull returned to their ship, "I again apologize for my actions." Sora smiled, "How about next time we meet we met as friends." Kl'rt smiled and nodded as he shook hands with Sora, "I'd be honored." He then flew off to his ship and with that the Skrull left. Sue turned to Sora, "Sora, you... And I can't believe I'm saying this... You saved us. Thank you."

"No problem." Sora smiled. Reed asked, "So, you came to us to ask for help to fight the Empire." Sora nodded, "Yeah... I'm putting a team of heroes together to assemble when the Empire comes... so we can fight them off."

"We're call ourselves the Avengers... my idea by the way!" Jan beamed. Ben asked, "Are you kidding me, of course we'll help ya clobber those creeps." Sue smiled, "Especially since all that you parents have done..." Johnny wondered, "So then who are these guys."

"I believe I can answer that..." The professor rolled out of the Blackbird. Reed's eyes widened in recognition, "Professor Xaviar?" The professor smiled, "Hello, Reed. It's good to see you, again."

Cyclops' expression was almost comical. "Professor..." he said, "...you know the Fantastic Four?"

"Well, I did teach Dr. Richards a while back, when I taught at Harvard." Charles admitted.

Sue smiled, extending her hand to Charles. "It's a pleasure to meet you, Professor Xavier. Reed has told me all about you."

"The pleasure is mine, Doctor." Charles replied. Reed realize, "So, mutants do exist." The professor nodded, "Yes and until the people are ready they must be kept a secret." Thing nodded, "Well... Our lips are sealed." Reed then asked, "So, is there anything else we need to worry about." Sora nodded as he pulled out a Jedi Holcron. Johnny stared, "Oooohhh, shiny..."

"This is a Jedi Holcron. It contains everything the Jedi have learned from the past and at this rate it's the only thing that's going to help me complete my trianing. We need your help opening it."

"Let me take a crack at it." Ben stated as he cracked his knuckles. Reed turned to Ben, "No, you'll risk damaging the data..." He turned to Sora, "Of course, I'll help you. May I?" Sora handed him the Holcron, "Carefully, what ever in there's dangerous if it feel into the wrong hands."

"It'll be safe in my lab." Reed reassured him. Hank then handed his notes, "This is what I learned when I tired to open the Holcron. I hope you have better luck with it than I did." Reed smiled, "This is really helpful Ant Man. Thank you. I'll give you an update if I discover anything."

Just then, Riku, Kairi, Xion, Kitty, and Rogue showed up. Kairi stated, "We came as soon as we heard did we miss anything." Riku observed, "We missed everything, didn't we?" Johnny told them, "Short version, Sora won our contest, aliens invaded, Sora made peace with then and everything worked out in the end." He then leaned in, "So, any of you girl's single?"

"What does single mean? What's he talking about?" Xion whispered to the others as Sora cleared his throat, "Um... Johnny, Kair's my girlfriend. Xion's her clone. And Kitty and Rogue are both taken." Johnny raised his arms, "Sorry."

"Still very confused here." Xion added. Kairi turned to Sora, "So, how did you day go?" Sue remembered, "Oh, right. I'm sorry your special day was ruined, Sora. How about you come back and we can try it again?" Sora nodded, "Sure... could I bring my friends next time though."

"Of coarse." Reed nodded. Meanwhile from a distance. A red head girl in a black out fit reported, "Sir, the boys doing better than you expected. " Her boss replied, _"Good to hear, Black Widow. Keep me updated on Skywalker's progress. Ben told us he's Earth's best hope. Nick Fury out."_

* * *

 **And some of our debuts of Black Widow and Nick Fury as well. Looks like they have their own eyes or in Fury's case eye on Sora. Sora made peace with the Skrull and they're now apart of the rebellion, that's gotta help them out plus I needed to show Sora negotiations side of the Jedi. Anyways, next time, Sora meets another potential Avenger as he journey as the Samurai Key and after introducing him to his friends they travel to a world to help an old friend learn what it takes to be a True Hero. And who better than Dota and... the Mighty Thor to show him the way. However, the black sheep get together to free the titans. Can our heroes stop these villains in time plus... Xion and Rozxas reunite for the first time as well... what could happen? I hope you enjoyed the chapter be sure to leave a review also be sure to follow and fav. as well. See you next time!**


	7. Chapter 6: Going the Distance

**I don't own Kingdom Hearts or X-Men: Evolution. They belong to Disney,** **Square Enix, and Cartoon Network. Alright, and he's another world for you and before we begin let's reply to some reviews.**

 **ajjr12: Yeah... that doesn't happen. Sorry.**

 **star wars fan: No, Sora will not think that at all... he'll just think they look alot a like that's all... no father thought in this fic.**

 **marvel fan: I thought I made it clear they were based on the TV show FF: WGH. Guess not.**

 **Mickol93: Pretty much!**

 **DragonMack: Thank you!**

 **iron man fan: That's what I was hinting at.**

 **NinjaFang1331: Thank you!**

 **Wolfman2010ism: Sora will visit Naboo when he learns where his mother is buried but for all purposes of the story her parents died a long time ago. If they were still around, won't you think Leia would have stayed with them. No pets for Sora either, and yes. He will show up at some point or another.**

 **nick fury fan: Kinda learning on Ultimate Nick Fury because I like that version of him better but you never know.**

 **GREAT CELESTIAL-DRAGON: Don't worry, I'll have him under control. Everyone knows he can't resist** **chimichangas. And thanks I thought it would be a nice change for the Skrull to be the good guys if the Jedi were involved. And Sora and Luke will find away to make peace with the Kree. I actually might have her in here at some point possible with the new inferno squad plus other characters that are no longer cannon like Starkiller and Kota. And Cable's talking about a different war entirely... you'll understand more in Season 3. Although in the end it could be a possible future... again you'll have to wait and see...**

 **With that out of the way let's get on with it...**

* * *

Chapter 6: Going the Distance

Sora was knocked back again when he landed on his feet. He looked up as he held his Keyblade in his hand, he turned to the only paramedic who brave enough to help the wounded guard when super villains we're attack, "So, who are these jokers again?"

"I believe they're called the Wrecking Crew." The paramedic known as Jane Foster replied. Sora glared at the Wrecker Crew, which consisted of 4 members. Wrecker a.k.a. Dirk Garthwaite who wore a purple and green outfit armed with a crowbar. Piledriver a.k.a. Brian Calusky who wore a red and white outfit and had over grown hands. Bulldozer a.k.a. Henry Camp who wore orange and silver armor which kinda reminded Sora of the Juggernaut. Thunderball a.k.a. Eliot Franklin who wore a green and yellow outfit and was armed with a wrecking ball. They laughed at Sora, as Wrecker stated, "Ah, gee... these heroes are getting younger and younger... if we had known we'd be against you, one of us could could have done the job while the rest of could have stayed home."

"You know, you about the fourth guy, this week whose said this to me and they couldn't beat me either. How does it feel to be losing to a teenager?" Sora smirked as he dodged Thunderball's wrecking ball and threw his Keyblade at him knocking him back. The other three charged at Sora as the put away his Keyblade as he pushed them back with the Force. Jane turned to the other paramedic that came with her, "I need your help. Come on."

"No... No way. This is crazy." He shock his head in fear as he stayed in the car. She rolled her eyes as she reassured the down officer, "It's going to be okay." As Sora continued to fight off the three members, Thunder Ball took out the Stark Invention they were steal and aimed at Sora, he smirked to himself, "Let's see what this thing can do."

However, before he could fire he was knocked back by incoming hammer. Everyone stopped what they were doing as they looked up to see who saved the Samurai Key. Sora's eyes widened as he recognized the figure. He was the one the people called Thor. As his hammer returned to him he told everyone, "Stand back, mortals. Thor the Thunderer shall deal with these villains."

He then flew to the ground along side Sora and he told the Wrecking Crew, "Surrender now and I will show mercy."

"That makes one of us." Wrecker replied as he swung his crow bar which was blocked by Thor's hammer who countered his attack and sent him flying back. Bulldozer tired to ambush him off from behind but was knocked back by Sora. Thor smiled, "I have heard rumors that there was a Keyblade Wielder on Midgard. It is an honor to fight along side you in battle."

"Thanks... after well deal with these guys, I'd like to have a word with you." Sora replied. Thor nodded as he slammed his hammer on Piledriver. Just then, Thunderball recovered and swung his wrecking ball at the creates, Sora looked above to see the crates fall upon them as the villains laughed thinking they had won. Wrecker taunted, "The Mighty Thor, more like a mighty big id..."

Just then, it was revealed Sora had protected them with a reflect spell knocking the crates off of them and leaving them unharmed. Thor then summoned thunder and lightning as it charged his hammer. He the cast upon the three of members knocking them back. Thunderball swung his wrecking ball again and when he attack the Samurai Key with it, he pulled out his lightsaber and cut through the chain. He then used the Force to throw it back at at Thunderball knocking him out. Thor went to check to see if they were any still standing when he saw the Wrecker hold Jane Foster hostage, "Back off, blondie, or Florence Nightingale here is gonna get the worst headache of her life."

"Have you no honor?" Thor asked. He shook his head, "Not even a little." Thor then pointed behind him, "Then you should be familiar with attacking a foe from behind." He turned around, "Huh?" Sora raised his Keyblade as Jane ducked as Sora finished the fight, knocking Wrecker out. Jane turned to the two heroes, "Thank you. Both of you."

"You have no powers, no armor, no weapons and yet I saw you risk your life to help the wounded. Why?" Thor wondered. Jane replied, "Because they needed my help, so I helped them. I'm a paramedic. It's what I do. I'm Jane. Jane Foster."

"I... I am..." Thor blushed. Sora smiled to see that romance was in the air, when all of a suddenly his phone rang breaking the moment. He smiled sheepishly, "Sorry..." He then answered it, "Hello?... Wait they are?... Hold on I'll be right there."

"I gotta go, my friends need me. I won't bother you two." Sora reassured them. Thor walked up to them, "There is no need, I shall aid you. Lead the way." Sora nodded as they took off but no before Thor gave Jane on last look, "Fare thee well, Jane Foster."

And with that they were gone as Jane waved, "Huh. Bye." Sora and Thor flew off. Sora apologized, "Sorry again. I should have set my phone to vibrate. It's not even an emergency really." Thor shook his head, "It is no problem young warrior. Let us see what is troubling your allies."

* * *

As the flew towards, Sora's home little did they know they were being watched by a black raven. Some where outside the world, the villian known as Loki watched as two heroes, "So, it would appear that my dear step brother has finally met the Keyblade Master, and one of the last Jedi. I have no doubt that he seek thy aid should the Empire comes to Midgard and in return, the Keybrat's allies will aid him while Odin is defenseless. So, it should be fair to ally with his enemies. Oh, Thor... You time is coming soon." Loki then laughed manically...

* * *

Meanwhile, Peitro sat on the sofa as he groaned, "How long will Tabby be gone again?" Lance signed, "Fifteen minutes... Which mean fifteen minutes of silence." Everyone sighed in relief when all of a when all of a sudden they heard, "Oh, how pathetic..."

"Huh? Who said that?" Toad leaped up as everyone searched for the sorce of the voice. As the voice continued, "Here you are living is this slop when you should be living as kings..." Blob asked, "Where are you hiding? What are you talking about?"

"Oh, I'm over here..." Mist appeared and Loki stepped forth through the mist, "And what I'm talking about... Revenge."

"Who are you?" Lance asked. Loki smirked, "I am Loki. Son of Lautfy. Prince of Mischeif. And the rightful ruler of Asgard." Peitro rolled his eyes, "Let me guess you want us to team-up so we can defeat Sora and the X-Men?" Loki open his mouth to speak, "I..." Before realizing, "Wait what? How did you know what I was going offer."

"Dude this happens like every time... Some strange guy shows up Vanitas, Magento, Axel... They show up at our door step, promising the same thing you doing now... It's not very original." Lance explain. Loki looked a bit awakward, "Oh... uh..."

"Yeah, what do you have that they didn't, yo?" Toad asked. As Loki exclaimed, "A plan!" He still saw they had unimpressed looks as he frowned, "They had those too, didn't they?"

"Yes..." They replied. Loki then summoned a scroll, "Well... My plans going to actually work!" They all shrugged, "Meh..." He handed them the scroll, "WOULD YOU AT LEAST LOOK AT IT?!" Lance sighed as he took and opened it up, "I can't read this..." Loki sighed as he snapped his fingers as it turned to English, "Good help is so hard to find these days."

Lance read it as they others looked to him as Peitro asked, "Well..." Lance shrugged, "It's a good plan..." Loki beamed untill he threw it aside, "But it's going to fail." Loki looked at them in disbelief, "Fail... Oh, do prey tell of my BRILLIANT PLAN WILL FAIL!" They sighed, "Sora..."

"Dude, when ever he's around we're going to fail... He just somehow always manages to save the day. Heck, they are rumors he even save the Fantasic 4 from aliens." Lance pointed out. Loki face palmed himself, "Ugh!" Blob nodded, "Yeah... He even managed to recruit one of Axel's friends." Loki turned to them, "What was that?"

"Yeah, dude, one of the Organization members turned... And now she's with the X-Men." Toad nodded. Loki paced as he thought, he turned to Toad, "And would they want her back?" Toad shrugged, "I think so..."

"Yes... Yes... I can work with this..." Loki smirked as an idea formed. He then waved his hand as images of the Organization members, "We use one these Organization members... to deal with Sora... Once he matches in both strength and skill in every way to get the girl back." Look observed appeared, as Loki stated, "Too old..." He looks at Demyx, "Too lazy..." He examined Saïx, "Doesn't care for the girl at all..." Fred looked at Lexaeus, "Hey, he looks strong... How about this one..." Pietro shook his head as he guestered to Laxerine, "What about her?" Toad asked, "How come?"

"She's... looks... Hot..." Pietro smirked. Loki turned to them, "Silence! I'm trying to think... Wait..." He waves the other members away as he guestered to the one remaining, "This one..." They others looked at the image of Roxas as Lance asked, "Why him?"

"He matches the boy's streagth, skill, and power in every way... But even more importantly..." Loki waved his hand to where Roxas was now. He was siting with Axel on the clock tower and eating sea-salt ice cream. Roxas just looked said as he stared at his treat and held out a sea shell as Loki finished, "He misses her... He'd do anything to get her back... I just need him and her to happen on the same world they are and give him some misinformed words... and then he'll join us. So, are with me?"

The Brotherhood still looked uncertain as Loki sighed, "Fine, if you stay you'll have to hang out with the Tabitha Smith girl." All hands shot up as Loki smiled, "That's better... now march!" He opened a portal as they all stepped through it as Loki laughed manically...

* * *

Meanwhile, the the danger room, Logan was training Sora's recruits for his team. Antman, Wasp, and the Fantastic 4 all training as machines and robot version of the brotherhood attacked them. Wasp flew down a dark corridor, with several missiles being fired at her. She dodged two of them, which exploded behind her, but the third one exploded a little to close. The shock wave sent her into a raised platform, she floated there for a second before another missile platform rose out of the ground infront of her and fired three more missiles at her. She didn't even hive time to react, however before they got to close, the Invisable Woman rasied a sheild to defend them. The robot version of Blob charged at the sheild but didn't make a dent. However, his focas went at the Thing as he tackled the robot exclaiming, "IT'S CLOBBERING TIME!"

Ben easily managed to defeat the robot with his own strength crushing the robots head. Elsewhere, Ant Man walked in a dimly lit room; suddenly the lights brightened and metal tendrils shot forth and entangled the size-changing hero. He struggled for a moment before he managed to reach his belt, in a flash of yellow light Ant Man shrunk down to ant size and escaped the tendrils. He only made it a few feet before the floor opened up and swallowed him, the floor then closed back up to seal him in. However a rumble went through the room as the floor then exploded revealing a ticked off Giant Man whose upper torso was the only part of his visible in the room. Robot version of Toad attacked him but Mr. Fantastic stretched out and grabbed the robot and mid air, and threw it to were the robots version of Quicksilver and Lance were knocking them down. As the robots got back up the Human Tourch easily burned them melting them. Xion then walked in the room with lemonade, "Anyone want any Lemonade?"

"Please..." Wasp pleaded as she rasied a hand. Logan sighed, "Alright, five minutes..."

Wasp quickly flew to Xion and took a glass as did Hank, Jan turned to the Fantastic 4, "How comes you guys aren't tied?" Johnny replied, "Eh, we've doing this short of thing for a few years now... This is just a peice of cake." Xion frowned as she remembered, "The icing of the cake..."

Wasp turned to her, "You feeling okay, Xion?" Xion shrugged, "I'm alright... Just give me a few minutes." She then turned to leave the room as Jean and Scott entered the room, Sue wondered, "So, what's Xion's story?"

"Well, she's a clone of Kairi created by Vexen... she was created a fail-safe if Sora got in there way to much." Jean explained. Scott added, "But she found out who she was and ran away. We offered her a new home here with friends." Jean finished, "But she had friends in the Organization and I guess she misses them."

"Who were they?" Thing asked. Scott replied, "Axel and some kid named Roxas." Jan's eyes widened, "Axel... as in the creep that tired to kill us and expose us to mutant kind." Hank stopped her, "Easy, Jan, I'm sure he had his reasons."

"Me too... he works with the bad guys!" Jan point out. Hank added, "They lost their hearts are they trying to get them back... just not in the best way."

"Hmm... I would have to get a look at one of them but maybe we can find a way to restore their hearts without hurting anyone..." Reed thought aloud. Sue nodded, "Yeah, if w find a way maybe they all turn in without a fight."

"So, where's Sora?" Thing wondered. Scott replied, "He's on his way. I just called him an hour ago to tell him about this."

* * *

Kairi and Riku walked in the with grocery's they volunteered to get for the professor. As they walked in side the food the wind picked up all of a sudden and they looked up to see Sora and Thor landing. Sora walked, "Hey, Riku. Hi, Kairi." Kairi smiled, "Sora you're back!"

"Is that...?" Riku asked. Sora nodded, "Riku and Kairi... meet Thor. Thor meet my friend Riku and Kairi, they're also wielders of the Keyblade." Thor gave a respectful, "Greetings, young warriors."

"Sup..." Riku waved. Kairi wondered, "So, why did you bring Thor along, Juggernaut or the Brotherhood haven't shown up."

"Yeah, I gotta call from Scott and he wants us to meet me in the Danger Room." Sora answered. Thor grinned, "Danger room? Sounds like a real challenge."

"Especially with Wolverine in charge." Riku muttered. He nodded as he turned inside, "Okay... we'll join you as soon as we take these to the kitchen." Sora ran up to Kairi as he removed his hood and mask, "Here... allow me."

"Oh, Thanks, Sora..." Kairi smiled as he took the bags of food from her. Everyone walked inside as C-3PO opened the door, "Oh, you're back and you brought company... Hello, I am C-3PO human cyborg..."

"Moving talking golden statues... that's a new one." Thor observed. Threepio signed, "Well, at least you didn't call me a robot, I suppose."

* * *

"Hey, Scott. What's..." Sora, Riku, and Kairi noticed the human heroes that were there. Sora asked, "Wait... Hank, Jan, Reed, Sue, Johnny, Ben? What are you doing here?"

"Jan thought it was a good idea to all practice and work together. Charles was kind enough to let us use the Danger Room for practicing." Sue explained. Jan rubbed her arm as she stated, "Although I would have second guessed it if I knew Wolverine was going to be in charge of our training."

"These people... are they Keyblade Wielders as well?" Thor wondered. Hank wondered, "Is that..." Sora nodded, "Yes, this is Thor." Sora turned to Thor, "Thor these aren't Keyblade wielders but they defend the Earth just like we do."

"Ah, then it is indeed an honor to be among the defenders of Midgard." Thor smiled as he walked up to them. Jan added, "That's kinda why were all here. We're preparing so when the Empire or the Organization come to Earth we can be ready to stop them."

"While this Empire is unfamiliar to me, I do know of the Organization though." Thor nodded. Ben turned to him, "You those cloaked creeps?" Thor nodded, "Aye... they have been sending the armies of Heartless and Nobodies throughout the known worlds. They appeared shortly after three good friends of mine, Keybladers, had disappeared. I have searched for them but not even Heimdall can locate them."

"I'm sorry to hear that Thor... we'll try to help find them as well." Reed offered when Sora clutched his head as an image of Hercules was shown, then titans climbed mountains lead by a man or what he that was a man with flaming hair and another with green cloths and a strangle helmet. Sora fell as Scott caught him, "Whoa, you feeling okay man?"

Everyone turned to Sora with concern, as Thor asked, "Are you injured from our battle with the Wrecker Crew?" Kairi ran up to him, "Here... let me get you a potion." Sora stopped her, "I'm fine... I... I think Hercules is in trouble."

"Herculwhat now?" Johnny asked. Jean wondered, "Wait, didn't you used to summon him for when we fought Fred for the first time and helped us during the battle of Asteroid M?" Sora nodded, "Yeah... I don't know... how but I think he needs help.""What else did you see?" Thor asked. Sora answered, "I saw huge monsters climbing a mountain led by two men. I didn't recognize who they were though." Thor lifted his hammer "Then we must aid him at once..."

"Alright... so what other X-Men are here?" Scott wondered. Jan stopped them, "Hey, they got to see plenty of worlds, it's our turn now." Hank turned to her, "Jan are you sure about this?"

"Are you really arguing the chance to see other worlds here, Hank?" Jan asked. Hank paused and stated, "What am I saying?! Let's go!"

"Alright, adventuring the unknown is what we did before we became the Fantastic 4... we're in!" Ben grinned. Johnny asked, "So do we take a space ship or something or..."

"Wait..." Xion ran into the room, "You guys are going to another world?" Riku asked, "You wanna come?" Xion nodded, "I've been stuck in the mansion all day... please."

"Fine... you can come... but stay close. The Organization may still be after you for leaving them." Logan told her as he put on his mask. Xion smiled as she joined the group she turned to Thor, "Hi, I'm Xion... I'm a Keyblade wielder too." Thor smiled, "Greetings Xion, I am Thor."

"So, where's your space ship ya use?" Ben wondered. Sora wondered, "Who said we're taking a space ship." He then summoned his Keyblade as Scott stated, "Here we go again..." Light swirled around the Keyblade and with a flash of light, the X-Men vanished from their world...

* * *

Another day another dollar, as Roxas walked up to Saix for his mission. There was still no word from Xion. Saix stood there as Roxas walked up to him, he told him, "There are Heartless showing at Olympus Coliseum... you must go there and deal with the Heartless that appear there."

"Oh... okay." Roxas had several missions there before. He had be training with this weird goat man named Phil and he signed him up for the games... although he was pretty sure he had him confused with someone else. Maybe, it finally did after that Heartless interrupted his fight with Xigbar and they defeated it and left with Demyx who did none of the work... as usual. Maybe with his luck, Xion would show up there. He opened a corridor of darkness and left for that world. Just then a door opened... and Saix entered the room, "Axel, where is Roxas... he was supposed to be here by now to await his next mission."

Axel now stood where "Saix" once stood and shrugged, "Odd, he left with the mission that you gave him... or did you forget?" Saix's eyes narrowed, "I reported no such mission... you are to report this to Lord Xemnas at once." Axel nodded, "Can do!"

As he turned to leave, Saix failed to notice, "Axel's eyes" change into Loki's eyes and chuckled with Loki's voice. Once he was out of sight the real Axel entered the room, "Hey, Saix... have you seen Roxas this morning." Saix's eyes narrowed, something was not right...

* * *

Soon, they reappeared on a whole new world, Sora opened his eyes and observed the area. Reed looked around, "Interesting... it almost look like Greece many centenaries ago..." Hank smiled, "So, is so awesome... I wonder what else is different about this world?"

"Foccas everyone, we need to find that Hercules." Logan told them. Just then a female voice spoke up, "Are you saying you people are looking for Hercules?" Everyone looked around, until another voice spoke, "Over here." They turned to statues that were moving. Sue's eyes widened, "Living statues?"

"Hot living statues!" Johnny beamed. Sora stated, "Well, I've seen talking gargoyles... so this isn't that big of a difference." Ben stated, "Okay... this wasn't what I had in mind." Riku asked, "So who are you?"

"We are the Muses. Experts of the arts and proclaimers of the heroes." The one called Calliope replied. Another named Terpsichore added, "Heroes like Hercules!" The one named Thalia smirked, "Honey, you mean 'Hunk-ules.'" She then glaced over to a Hercules statue, "Ooh, I'd like to make some sweet music with him..."

"So you know who he is?" Jean asked. Calliope smiled, "Honey, everyone knows who he is. From that day when he defeated the Hydra, our boy Hercules could do no wrong. He was so hot, steam looked cool... allow us to explain in song."

"Here we go again." The X-Men stated as Jan, Hank, Thor, and the Fantastic Four looked confusion as Johnny wondered, "In song?" Terpsichore simply explained, "It's tradition... get used to it." Calliope sang, _"OOOOOOOHHHHHHHH, YYYYYYYEEEEEEEEAAAAAAHHHHH! Bless my soul, Herc was on a roll!"_

 _"Person of the week in every Greek opinion poll!"_ Thalia sang. Terpsichore added, _"What a pro!"_ Calliope sang, _"Herc could stop a show... Point him at a monster and you're talkin' S.R.O..."_ The Muses sang, _"He was a no one... A zero, a zero... Now he's a honcho... He's a hero!"_ Calliopesang, _He was a kid with his act down pat..."_ They all sang, _"Zero to hero in no time flat... Zero to hero!_

 _"Just like that!"_ Calliope sang. The muses all sang, _"When he smiled the girls went wild... With oohs and aahs..."_ Thalia added, _"And they slapped his face on every vase!"_ The Muses named Clio corrected, _"On every Vahse!"_

 _"From appearance fees and royalties... Our Herc had cash to burn... Now nouveau riche and famous... He could tell you what's a grecian urn... Say amen... There he goes again... Sweet and undefeated... And an awesome ten for ten... Folks lined up just to watch him flex..."_ The Muses sang. Thalia sang, _"And this perfect package packed a pair of pretty pecs..."_

 _"Hercie, he comes, he sees, he conquers... Honey, the crowds were goin' bonkers... He showed the moxie brains and spunk... yeah! From zero to hero! A major hunk! Zero to hero!"_ The Muses sung. Calliope sang, _"And who'd have thunk..."_ The music the went quicker as Calliope asked, _"Who put the glad in gladiator?"_

 _"Hercules!"_ The all sang. Thalia asked, _"Who's darin' deeds are great theater?"_ The Muses sang, _"Hercules!"_ Calliope asked, _"Is he bold?"_ The men statues sang near by much to their shock, _"No one braver!"_

 _"Is he sweet?"_ Terpsichore asked as they all sang, _"Our favorite flavor! Hercules!"_ Thaila added, _"My man!"_ As they all sang, _"Hercules! Hercules! Hercules! Hercules! Hercules! Hercules! Bless my soul, Herc was on a roll! Undefeated! Riding high!"_

 _"And the nicest guy!"_ Calliope added. As the Muses added, _"Not conceited! He was a nothing! zero, zero... Now he's a honcho... he's our hero! He hit the heights at breakneck speed! From zero to hero! Herc is a hero! Now he's a HEEEEEEEEEEEEEEEEEEERRRRRRRRRRRRRRRRRRRRRRRROOOOOOOOOOOOOOOOOOOO!"_ As Calliope finished, _"Yes, indeed."_

Everyone gave them a clap as Thing wondered, "So... uh... do you know where we can find this guy." Calliope pointed, "That way, honey." They all turned to leave as Xion waved, "Thanks for the direction... and the song." Once they were gone a corridor of darkness opened and Roxas stepped out, "Alright... maybe Xion is here!"

"Help! Someone! Help!" Roxas looking down to see Loki walking around using his staff as a crutch, "They took her! They have her!" Roxas walked up to him, "Is there something wrong?"

"You there! You must help her! There isn't a moment to lose!" Loki turned to him. Roxas wondered, "What happened? Who took who?"

"My step brother and his brutish friends... they kidnapped a young girl wearing clothes similar to yours. She had black her and a sword in a shape like a key..." Roxas gasped, "Xion!"

He then asked, "Sir, where is she?" He pointed to the mountain, "There! On Mount Olympus... held by the King of this world... Zeus!" Roxas nodded, "Thanks... I'll save her!" He turned to head that way, when Loki stopped him, "No wait! It's too dangerous to go alone. But, I have friends... powerful friends... with their help you just might save her."

"Where can I find them?" Roxas asked. Loki smirked, "That a boy! I'll show you the way! My Step-Uncle is a kind genital man... he will help us..."

* * *

Hades practices shooting at targets with full of rage as he ordered his minions, Pain and Panic, "Pull!" They threw the Herc themed Vahse, as Hades destroyed it with fire." Megara watch from the sidelines and smirked, "Nice shooting, Rex."

"I can't believe this guy. I throw everything I've got at him. And it doesn't even..." He complains until he sees Pain wearing Hercules trademark sandals, "What are those?"

"Um.. I don't know. I thought they looked kinda dashing." Pain smiled sheepishly. Hades eyes narrowed, "I've got 24 hours to get rid of this bozo, or the entire scheme I've been setting up for 18 years goes up in smoke and YOU... ARE... WEARING... HIS... MERCHANDISE!"

Hades looked like he as about to strangle him when Panic interrupts them by slurping some cola from a Hercules trademark plastic cup. He then noticed everyone was looking at him as he offered his drink to them as he smiled sheepishly, "Thirsty?" Hades yells, causing a small earthquake. Pain and Panic pull themselves from the wall and fell to ground, as Hades took deep breaths, Loki appeared behind him, "Why, Uncle, it would appear that I've come at a bad time."

"Loki!" Hades beamed as he walked over to him, "My favorite nephew... how's the whole taking over Asgard going?" Loki sighed, "As well as it usually is." Hades nodded, "That bad huh? Let me guess... Thor again..."

"Unfortunately, yes... my dear brute of a step-brother as always." Loki frowned before he smirked. Hades nodded, "I hear you... your step-cousin had been giving me a hard time too and I'm running out of time." Loki smirked, "However, I have a new plan... and new allies and together... we can destroy both of our enemies and rule both Olympus and Asgard."

"Well, well, well... don't keep me in suspence... c'mon... tell Uncle Hades you big evil plan." Hades smiled with eagerness. Loki nodded, "Of coarse... but first all me to introduce my new allies." With a wave of his hand Roxas, Quicksilver, Avalanche, Blob, and Toad appeared. Hades looked unimpressed, "These kids... really... did Thor hit ya with the hammer too many times... I mean..." He gestured to Toad, "What's with this one... was he bitten by a radioactive toad?"

"They may look odd... and well most of them literately stink but they posses great power and the one in the black coat posses a certain Key to the you-know-what." Hades then smirked, "Oh really? Well... that changes everything..."

"When are we going to rescue Xion from that Zeus guy?" Roxas asked. Hades turned to Loki and nodded, "Oh... very soon... when the planets will align and you, my friend, will free my buddies from a jam and then we just tip-toe to Olympus... and then we save your girlfriend. We just need to take care of one tiny set back."

"Hercules." Everyone turned to see a man with much spikier hair than Sora or Roxas carrying a large sword leaning on the wall next to Meg, "That's why you hired me, you need me to take care of him."

"Exactly and once he's out of the way, I'll find what your looking for." Hades smirked. Meg rolled her eyes, "Oh give it a rest. Looks like your game's over. Wonderboy is hitting every curve you throw at him."

"Oh yeah.. Perhaps you should wonder Uncle if maybe you haven't been throwing the right curves at him." Loki whispered as Hades smirked as he move towards Meg, "Meg, my sweet."

"Don't even go there." Meg told him. Hades continued, "See, he's gotta have a weakness, because everybody's got a weakness I mean for what? Pandora, it was the box thing, for the Trojans, hey, they bet on the wrong horse, okay? We simply need to find out Wonderboy's."

"I've done my part. Get your little imps..." She gestured to Pain and Panic as Hades shook his head, "They couldn't handle him as a baby. I need someone who can... handle him as a man."

"Hey, I've sworn off man-handling." Meg told him. Hades pointed out, "Well, you know, that's good because that's what got you into the jam in the first place, isn't it? You sold your soul to me to save your boyfriend's life. And how does this creep thank you? By running off with some babe. He hurt you real bad, didn't he, Meg? Huh?"

"Owch." Lance stated as he listened in. Meg told Hades "Look, I learned my lesson, okay?"

"Which is exactly why I got a feelin' you're gonna leap at my new offer. You give me the key to bringing down wonder breath and I give you the thing that you crave most in the entire cosmos..." He whispers at her ear, "...your freedom." She gasped at this as Loki and Hades smirked...

* * *

In the city, a carriage passes past rich gates, as the guide told them, "On your left is Hercules' villa. My next stop is the Pecs and Flex gift shop where you can pick up the Great Hero's 30-minute workout scroll "Buns of Bronze..." As they rode off, Sora and the others as Sora assumed, "I guess this is the place."

"So, do we go inside or..." Jan wondered. Logan nodded, "He's here I recognize his scent." Thor nodded, "Then we must go... if this world is in peril when need his help."

They they walked to Herc's villa...

* * *

Inside the villa, Hercules is posing for a picture on a vase, dressed in the skin of a lion as Phil his trainer told him his to do list, "At 1:00 you got a meeting with king Augeas. He's got a problem with his stables. I'd advise you not to wear your new sandals."

"Phil?" Herc asked as the Artist told him, "I told you, don't move!" Herc went back to his pose as Phil continued, "D.G.R., the Daughters of the Greek Revolution..."

"Phil?" Herc asked again as Phil continued, "At 3:00 you gotta get a girdle from some amazons." Herc finally had enough as he dropped club and shield, "Phil, what's the point?" This caused the Vahse to the Artist was painting to be reuined. He screamed, "That's it!"

"Keep your toga on, pal..." Phil told him. In response, the Artist threw the paints on Phil, making him look like a clown and leaves. Phil turned to Herc, "What do you mean, 'what's the point?' You wanna go to Olympus, don't ya?"

"Yeah, but this stuff doesn't seem to be getting me anywhere." Herc replied as he threw the skin of the lion to Phil. He quickly wipped the paint off his face with it as he told him, "You can't give up now, I'm counting on ya'."

Just then, Sora and the others entered the building. Phil told them, "Hey, visiting hours aren't until tomorrow, kid." Herc turned to them and smiled, "It's okay, Phil... they're old friends, I've mentioned. The heroes from that other world."

Phil turned to them, "These are them... yeesh they're younger than I thought they be. Except that short one, Wolverine growled, "Who are you calling short?"

"Easy, Logan." Jean told him. Herc smiled, "Hey, Sora, Logan, Jean, Riku, Kairi, Scott... It's to see you all again. Um... I don't think I know the rest of you?"

"Yeah... we're friends of Sora and the X-Men. So, what's got you down in the dumps?" Thing wondered. Herc signed, "Where do I start... See, my father is Zeus, the king of the immortals up on Olympus."

"Whoa! Herc, you're a immortal?" Jean gasped. Herc shook his head, "No, no. I'm mortal. When I was a baby, somebody stole me from my parents, and...figured out how to take away my immortality."

"And this true hero thing? You've mentioned that allot in the past." Sora asked. Herc explained, "It's the only way I can become a immortal again. If I become a true hero, I can rejoin my father and go back to Olympus."

"Wow... I guess you really got your work cut out for you!" Wasp stated. Hank wondered, "So... what happened... you seem quite popular with everyone here... wouldn't that be enough." Herc shrugged, "I thought that would too... until last night... when I last spoke with my father..."

* * *

 _Last night at the temple of Zeus, Herc and Pegasus were reacting his latest heroic,_ " _You should have been there, father! I mangled the Minotaur, grappled with the Gorgon, Just like Phil told me, I analyzed the situation, controlled my strength and kicked! The crowds went wild! Thank you, thank you." Pegasus waved a Herc flag as his father laughed, "_ _Hah! You're doin' great, son. You're doin' your old man proud."_

 _"I am glad to hear you say that, father. I've been waiting for this day a long time." Herc smiled. Zeus wondered, "_ _Hmm.. What day is that, son?"_

 _"The day I rejoin the immortals." Herc answered. Zeus sighed, "You've done wonderfully, you really_ _have, my boy. You're just not there yet. You haven't proved yourself a true hero." Herc was shocked by this, "_ _But father, I've beaten every single monster I've come up against. I'm... I'm the most famous person in all of Greece. I'm... I'm an action figure!"_

 _"I'm afraid being famous is not the same as being a true hero." His father shook his head._ _Hercules wondered, "What more can I do?"_

 _"It's something you have to discover for yourself." He told him. Herc asked, "_ _But how can I..."_ _Zeus just told him, "Look inside your heart."_ _Lightning strikes and statue of Zeus becomes inanimate..._

* * *

"Ugh... I hate riddles." Jan stated. Hank wondered, "So... have any luck since then..." Herc shook his head, "Still nothing... I don't know what else I can do." Johnny smiled, "It's no problem... we'll help you out. We just happen to be our wor..." Everyone gave Johnny glares about almost talking about the other worlds and he correct himself, "...home's greatest heroes. We'll teach ya how to become a true hero."

"Hold up! I'll be the judge of that," Phil interjected as he walked up to the heroes. The satyr then stared at each of the heroes for a minute before he finally said, "Well…you may have the look in your eyes that says that you've done a lot of big hero things, but I'd have to mark you all as Junior Heroes to be perfectly honest... well except maybe the guy with the hammer over there." Johnny's eyes widened, "W-What? But we've done a lot of great things and saved a lot of people too. We saved the freaking world!"

"Yeah, why would you say that we're just Junior Heroes," Riku added. Phil stated, "Two words: Lacking in wisdom and heart." Sora silently count the number of words and found that Phil's math was wrong as Reed mumbled, "That wasn't even close of being two words."

"But... but... we have our own action figures!" Johnny stated as he pulled out his. Sora argued, "Okay, first... we already heard that it wasn't going to be enough and second... you don't find it creepy at all the make action figures of you?" Sora sighed, "I'm just glad they didn't make any of me..."

"Uh..." Kairi smiled sheepishly as she pulled out a Samurai Key action figure, "You might want to rethink that." Sora's eyes widened, "What?! Seriously?! Why do you even have that thing..."

"Honestly, I thought you might find it cool but you're right... it's creepy." Kairi stated as she tossed the action figure aside. Thor walked up, "I know of Zeus... he's the brother to my own father, Odin. And I was once mortal too until I was founded worthy."

"How'd you get you're immortally back?" Herc wondered. Thor replied, "Just listen to what your father said... look within your heart." Herc sighed, "Hercules: I gave this everything I had."

"Listen to me, kid. I seen 'em all. And I am tellin' you... and this is the honest-to-Zeus truth... you got somethin' I never seen before." Phil told hi. Herc turned to him, "Really?"

"I can feel it right down to these stubby bow legs of mine. There is nothin' you can't do, kid." Phil told him. Xion wondered, "Uh... are those girls friends of yours." Everyone turned to see fan girls rush inside, "It's him!"

They all surrounded Herc as Johnny sighed, "I miss that..." Phil told them, "Hey, watch it! Watch it! Watch..."

"I touched his elbow!"

"I got his sweatband!"

Herc gasped out from below, "Phil, help!" Phil nodded and whispered, "Okay, escape plan beta." Herc nodded, "Gotcha."

Phil blows whistle, fan girls look at him for a moment and Hercules disappears, "Hey! Where is he?" Phil told them, "There he goes! On the veranda!" The girls run in the the dicection Phil pointed as he smirked and chased after them. When door closes, Megara appears from behind it, Scott wondered, "Uh... why didn't you go with those other girls."

"It's okay, four eyes... I'm a friend..." She told him as she walks and sees Hercules' toes under a curtain, "Now, let's see, what could be behind curtain number one?" She opened up and Herc was shocked to see her, "Meg!"

"It's all right. The sea of raging hormones has ebbed." Meg reassured him. Xion and Sora looked in confusion, "What?" Kairi turned to them, "Trust me... you don't wanna know."

"Gee, i-i-it's great to see you. I-I-I missed you." Herc blushed. Sora turned to him, "Uh... is she your girl friend or somthing?" Herc shrugged, "She'... something."

"So, this is what heroes do on their days off." Meg stated as she sat on the couch. Herc frowned, "I am no hero..." She told him, "Sure you are. Everybody in Greece thinks you're the greatest thing since they put the pocket in pita."

"I know. It's-it's crazy you know, I can't go anywhere without being mobbed, I mean..." Herc blushed as Meg told him, "You sound like you could use a break. Think your nanny goat would go berserk if you played hooky this afternoon?"

"Oh gee. I-I don't know, uh, Phil's got the rest of the day pretty much booked." Herc told her. She smirked, "Ah, Phil, Shmill. Just follow me. Out the window, round the dumbbells, you lift up the back wall and we're gone."

"You know, why don't we all go. We all could use a break." Scott offered. Everyone nodded in agree excpet for Logan, "I don't know something about this place stinks." But none the less, they went saw a play and they all had a great time...

* * *

Later that evening, Herc and Meg were laughing alone to themselves, "Wow. What a day. First that restaurant by the bay, and then that, that play, that, that Oedipus thing. Man! I thought I had problems." Both chuckle and such, two little birds sitting near turn into Pain and Panic to speak to Meg as Panic whispered, "Psst! Stop foolin' around!"

"Yeah. Get the goods, sister." Pain added before Hercules turns back and they turn into birst and tweet innocently, "I didn't know that playing hooky could be so much fun."

"Yeah. Neither did I." She admitted as he thanked her, "Thanks, Meg." She frowned as she felt guilty for doing this, "Oh.. Don't that me just yet. Oh!" She falls into Hercules' arms, "Oops, careful."

"Sorry. Weak ankles." She told him. Herc thought, "Oh yeah? Well, maybe you better sit down for a while." He carries her on a bench and they sit down, "So, uh, do you have any problems with things like.. this?"

She stretched her leg and holds her foot right before Hercules' face, "Uh..." She expalined, "Weak ankles, I mean." He shook his head, "Oh. Uh, no. Not really."

"No weaknesses whatsoever? No trick knee?" Meg asked as she lean closer. Herc blushed, "Uh..." She moved even closer, "Ruptured... disks?"

"No. I'm I'm afraid I'm, uh.. fit as a fiddle." Herc replied. He finally stands up from the bench as she signed, "Wonderboy, you are perfect." He nodded, "Thanks."

He sends a coin jumping on a water in a fountain and it breaks the arms off the statue of Venus as they wince, "Whoops." She reassured him, "It looks better that way. No, it really does."

"You know, when I was a kid I, I would have given anything to be exactly like everybody else." He replied. Megara asked, "You wanted to be petty and dishonest?" He shook his head, "Everybody's not like that."

"Yes, they are." She thought as Herc told her, "You're not like that." She turned to him, "How do you know what I'm like?"

"All I know is.. You're the most amazing person with... weak ankles I've ever met." Her told her as Megara steps back and gets pricked on an arrow of a tiny statue of Amur as he continued, "Meg, when I'm with you I-I don't feel so... alone."

"Sometimes it's better to be alone." She told him. Jerc wondered, "What do you mean?"

"Nobody can hurt you." She answered. Hercules reassured her, "Meg? I would never ever hurt you."

"And I don't wanna hurt you, so... let's both do ourselves a favor and.. stop this... um.. before... we..." Their lips met for the kiss, but the moment before it happens bright light flashes into their eyes. It is Phil, on Pegasus, impersonating police helicopter. Phil told them, "All right! Break it up! Break it up! Party's over! I been lookin' all over this town! Logan had to tell me where you were."

"Calm down, mutton man! It was all my fault." She told him. He told her, "You're already on my list, sister, so don't make it worse." Pegasus snorts at Megara, she snorts back, turning the light off making him frown. Phil told Herc, "And as for you, ya bum, you're gonna go to the stadium and you're gonna be put through the workout of your life! Now get on the horse."

"Okay, okay..." He nodded as he turned to Meg as she apologized, "I'm sorry." Herc shrugged, "Ah, he'll get over it." He bends a huge tree casually and picks a flower off it, gives it to Meg and kisses her in the cheek as Phil told him, "Move! Move, move, move, move, move! Move!"

And soon Pegasus was flying off as Herc kept staring at where Meg was. Unforantly for Phil who keep hiting into things because Herc as so off, "Whoo! Ya-eee! Hey, watch it, watch it! Whoo! Watch it!" He turned his head as he told him, "Keep your goo-goo eyes on the..." A branch finally hits Phil and he falls on the ground, "That's it. Next time, I drive."

Megara sits alone and smells the flower, she then shook her head, "Oh. what's the matter with me? You'd think a girl would learn." She then began to sing to herself, _"If there's a prize for rotten judgment... I guess I've already won that... No man is worth the aggravation... That's ancient history been there, done that!"_ The Muses statues from earlier sang, _"Who d'ya think you're kidding? He's the Earth and Heaven to you... Try to keep it hidden, honey... We can see right through you..."_

 _"Oh, Noooo!"_ Meg sang as the Musses continued, _"Girl, you can't conceal it... We know how you feel and... Who you're thinkin' ooooooffffffff..."_ Meg shook her head, _"Oh no, no chance, no way, I won't say it, no, no..._

 _"You swoon, you sigh, why deny it, uh-oh?"_ They asked as Meg replied, "It's too cliche, I won't say I'm in love..." The Muses all shrugged as they sang, "Shoo-doo, shoo-doo, oo-oo-oo..."

"I thought my heart had learned its lesson... It feels so good when you start out... My head is screaming get a grip, girl... Unless you're dyin' to cry your heart... oooooohhhhhhh!" The Muses continued, _"You keep on denying... Who you are and how you're feelin'...' Baby we're not buyin' hon... We saw you hit the ceilin... Face it like a grownup... When you gonna own up that you... Got... Got... Got it bad..."_

 _"Oh, no chance, no way, I won't say it, no, no..."_ She told them as they argued, " _Give up, but give in, check the grin, you're in love..."_ Meg smiled a little before shaking it off, _"This scene won't play... I won't say I'm in love..."_

 _"You're doing flips, read our lips... You're in love..."_ They sang as Meg argued, _"You're way off base, I won't say it..."_

 _"She won't say in love..."_ The Muses sang as Meg told them, _"Get off my case... I won't say it..."_ Muses told her as they pushed up the flower that Herc gave her, _"Girl, don't be proud... it's okay, you're in love..."_

 _"OOOOOOOOhhhhhh.._ _At least at loud... I won't say I'm in lllllllllllllllllllooooooooooooovvvvvvvvvvvvveeeeeee..."_ Meg smiled as she thought of Herc as the Muses finished, _"Shoo-doo, shoo-doo, shoo-doo, shoo-doo Sha-la-la-la-la-la-la aaahhhh..."_

After a few minutes of silence, Hades and Loki appeared as Hades stated, "Hey, what's the buzz, huh, Meg? What is the weak link in the Wonderboy's chain?" Meg told them, "Get yourself another girl, I'm through."

"I'm sorry. Do you mind runnin' that by me again? I must have had a chunk of brimstone wedged in my ear or something." He replied. Her eyes narrowed, "Then read my lips! Forget it!"

"Meg, Meg, Meg, my sweet deluded little minion. Aren't we forgetting one teensy-weensy, but ever so crucial little, tiny detail?" Loki told her, "We own you!"

* * *

Phil comes in on the ground, "Oh. I got another horn here.." Wasp flew up to Phil, "Hey, Phil have you seen Meg anyway?" Phil told her, "Don't get me started with that girl... I had a hard time pulling Herc away from her. That kid's gonna be doin' laps for a month..." Just then they heard voices as the peeked and saw Meg talking to Hades and Loki, "You work for us! If I say, "sing", you say, "hey, name that tune" If I say, "I want Wonderboy's head on a platter" you say..."

"Medium or well done..." Meg signed. Wasp and Phil gasped. Wasp wondered, "Who are those creeps?" Phil replied, "The one with the flaming hair is Hades, ruler of the dead... not sure who the other is though."

"Oh... poor Herc." Wasp said sadly. Phil nodded, "Oh! I knew that dame was trouble. This is gonna break the kid's heart." Wasp wondered, 'Should I..."

"No, no, no... I'll tell him... it's better if it comes from me. You warn the others about her." Phil told her. Wasp nodded as she flew off as Meg stated, "I'll work on that."

"I'm sorry.. You hear that sound? That's the sound of your freedom fluttering out the window forever..." Hades replied as Meg shook her head, "I don't care. I'm not gonna help you hurt him."

"I can't believe you're getting so worked up about some guy." Loki stated as Meg told them, "This one is different. He's honest, and-and he's sweet..." Hades rolled his eyes, "Please!"

"He would never do anything to hurt me." She argued. Loki pointed out, "He's a guy!" She beamed, "Besides, oh, oneness, you can't beat him. He has no weaknesses, he's gonna..." She stopped as both Loki and Hadas had knowing smirks, "I think... he does, Meg. I truly think... he does."

* * *

Meanwhile in the stadium, Hercules is doing exercises. The heroes talked among themselves as Wasp explained what happened. Thor nodded, "So, Meg works with Hades... this is most troublesome indeed."

"All this time, she's been trying to find a way to stab him in the back." Jean stated. Logan growled, "I knew something was off about her!" Sora nodded, "It's just like with Samson and Delilah... what are we going to tell Herc."

"Phil's going to... it's best that he does it." Wasp explained. Hercules beamed, "Ha-ha! Whoo-hoo!" Phil walks sadly as Herc wondered, "Hey, Phil! What happened to you?"

"Kid, we gotta talk." Phil frowned. Herc beamed, "Oh, Phil, I just had the greatest day of my life!I-I can't stop thinking about Meg. She's something else."

"Kid! I'm tryin' to talk to ya! Will you come down here and listen?" Phil spoke even louder. Herc just replied, "Aw, how can I come down there when I'm feeling so up?" He jumps up into clouds. Meanwhile a pegasus mare appears and makes the Pegasus follow her as the others watched what happened to Phil and Herc. In a pen, the mare splits in two parts which turn into Pain and Panic, "Gotcha!"

When Herc returned Phil tried to tell him, "Ah, very nice! What I'm trying to say is..." Herc didn't listen as he continued, "That if it wasn't for you, I never would have met her. Oh, I owe ya big time. Little guy, I do." Phil told him, "Will you just knock it off for a couple of seconds?"

"Rule #38, Come on, Phil, keep them up there, huh? Phil, I got two words for ya: Duck!" Herc smiled. Phil tried to explain, "Listen to me! She's..."

"A dream come true?" Herc guessed. Phil shook his head, "Not exactly." Herc guessed, "More beautiful then Aphrodite?"

"Aside from that!" Phil told him. Herc continued, "The most wonderful..." Everyone exclaimed, "Just let him speak!" Phil just decided to rip the band aid off, "She's a fraud! She's been playin' ya for a sap!"

"Aw, come on. Stop kiddin' around..." Herc told him. Phil told him, "I'm not kiddin' around..."

"I know you're upset about today, but that's no reason to..." Herc tired to defend her. Phil continued, "Kid, you're missin' the point." Herc told him, "The point is... I love her."

"She don't love you!" Phil told him. Herc rolled his eyes, "You're crazy." Phil continued, "She's nothin' but a two-timin'..." Herc told him, "Stop it!" His mentor continued, "no-good, lyin', schemin'..."

"Shut up!" Herc exclaimed as he hit Phil. He sent flying. As Phil got up Herc look to him with regret, "Phil, I... Oh, I'm, I'm sorry." Phil frowned, "Okay, okay, that's it. You won't face the truth? Fine." He turned to leave as Herc wondered, "Phil, wait. Where you going?"

"I'm hoppin' the first barge out of here. I'm goin' home." Phil told him. Herc was shock but glared at him, "Fine! G... Go! I don't... I don't need you." Phil frowned as Herc continued his work out, "I thought you were gonna be the all-time champ. Not the all-time chump."

Phil leaves as everyone wondered what to do. Wasp flew up to him, "Look, Herc... Phil might not have handle that in the best way but he's telling the truth. I was there when it happened." Herc turned to Jan, "Wasp... not you too."

"Herc... I know what your feeling and I wouldn't do any different if some talked about Kairi like that but... think about this... before today... did you ever think Phil to be a liar?" Sora ask getting Herc to pause and think about that until Hades appeared, "Geez Louise! What got his goat, huh?"

"Who are you?!" Thing wondered. Hades landed infront of them, "Baboom. Name is Hades, Lord of the Dead. Hi. How ya doin'?" Thor's eyes narrowed, "Hades!" Herc walked past him, "Not now, okay?"

"Hey, hey, I only need a few seconds and I'm a fast talker, all right? See, I've got the major deal in the works. A real estate venture, if you will. And Herc, you little devil you, may I call you Herc? You seem to be constantly getting in the way of it." Hades told him. Herc shoved him off, "You've got the wrong guy."

"Hear me out, ya little...!" Hades exclaimed until he calmed himself down, "Heh-heh. Just... hear me out, okay? So I would be eternally grateful if you would just... take a day off from this hero business of yours. Geez, I mean, monsters, natural disasters. Phew You wait a day, okay?"

"You're out of your mind." Herc replied. Hades smirked, "Not so fast, because, ya see, I do have a little leverage... You might wanna know about." Hades snaps fingers and Megara appears. Herc's eyes widened, "Meg!"

"Don't listen, Herc..." She managed to make out be she disappears. Herc ran up to tackle Hades but only went right through him, "Let her go!" But he only went right threw him as everyone charged at him as Thing stated, "Alrigtht, flame head... it's clobbin..." But they get all knock back but Thor who went through him as well. Thor turned and threw his hammer and it went threw him. The others quickly got back up to continue the fight but a huge sword stopped him. Hank's eyes widened, "Cloud? What are you doing?"

"With the bad guys?!" Wasp asked. Cloud simply told them, "Stay out of this, Hank... you too, Jan. I don't want to fight you."

Hades told Herc, "Here's the trade-off. You give up your strength for about 24 hours, okay? Say, the next 24 hours and Meg here is free as a bird and safe from harm. We dance, we kiss, we schmooze, we carry on, we go home happy. What d'ya say? Come on."

"People are, are gonna get hurt, aren't they?" Herc asked. Hades shook his head as Meg reappeared in chairs, "Nah! I mean, it's, you know, it's a possibility. It happens 'cause, you know, it's war, but what can I tell ya? Plus, these guys can take over for you for a day. Anyway, what do you owe these people, huh? Isn't Meg... little smoochy face... isn't she more important than they are?"

"Stop it!" Herc told him as Herc asked, "Isn't she?" Hercules asked, "You gonna swear she'll be safe from any harm."

"No don't listen to him, Herc!" Xion told him. Johnny nodded, "Yeah, Meg works for him remembered." Logan nodded, "Don't be fooled kid!"

"Fine, okay, I'll give you that one. Meg is safe, otherwise you get your strength right back, yadda-yadda, fine print, boilerplate, baboom. Okay? We're done, what d'ya say we shake on it? Hey, I really don't have, like, time to bat this around. I'm kind of on a schedule here, I got plans for August. Okay? I need an answer, like, now. Going once, going twice..." Herc looked to Hades, then to his friends, then to Meg who also shakes her head before back to the hand, "All right!"

"Yes, we're there! Bam!" They shake hands and Hades takes strength of Hercules. As everyone's eyes widened in horror. When Hades let go, "You may feel just a little queasy, it's kinda natural. Maybe you should sit down." He placed the weights Herc was lifing earlier on him and he couldn't pick it up as Hades smirked, "Now you know how it feels to be just like everybody else. isn't it just peachy? Oh! You'll love this. One more thing. Meg, babe. A deal's a deal. You're off the hook." He then freed Meg as he continued, "By the way, Herc. Is she not, like, a fabulous little actress?"

"Stop it." She pleaded. Herc asked, "What do you mean?" Hades explained, "I mean your little chickie-poo here was working for me all the time. Duh."

"You're... you're lying!" Herc didn't want to believe it but there was no denying it now. Hades smirked, "Couldn't have done it without you, sugar, sweetheart, babe."

"No! It's not like that! I didn't mean to- I-I couldn't- I- I'm so sorry." She frowned. Jan's eyes narrowed, "You don't get to be sorry! This is all your fault!"

"Alright, Hades. Hercules is finished. Time to pay up." Cloud told him. Hades turned to him, "Yeah... I don't think so. The deal was for you to take out, Wonderboy but Meg beat you to the punch."

"What?!" Cloud gasped. Hades nodded, "That's right... deals off, ya snooze you lose." Cloud's eyes narrowed, "Why you no good double crossing..." he crashed at Hades but was sent fly back. Hank went to help him up, " You okay?" Cloud nodded as he told him, "Forget me, stop him!"

"Well, gotta blaze. There's a while cosmos up there waiting for me with, hey, my name on it. So much for the preliminaries, and now on to the main event!" Hades then flew off. Thor tired to fly off to stop him, "HAVE AT THEE!"

However, Hades blasted him away with fire knocking Thor back to the ground. The others helped him up. Johnny exclaimed, "HE'S GETTING AWAY! FLAME ON!"

Johnny went on fire but Cloud told them, "Don't bother... he already has what he needs to free the Titans." Thor's eyes widened, "Odom's beard!"

"Um... what are Titans?" Sue wondered. Reed replied, "I have a feeling were about to find out."

* * *

The stars were aligned and the gate to the Titans opened. Loki, Roxas, and the Brotherhood waited for Hades return and he rode up to them. Loki turned to him, "Well, let's get this show on a roll."

"You shall these... uh... people will help rescue Xion?" Roxas asked. Hades nodded, "Of course, just let me do the talking and you do the thing with the key." Roxas looked uncertain but nodded. Hades looked down to the Titans, "Brothers! Titans! Look at you in your squalid prison! Who put you down there?"

"Zeus!" They exclaimed. Hades nodded to Roxas and he used his Keyblade to free them as Hades told them, "And now that I set you free, what is the first thing you are going to do?"

"Destroy him!" They vowed as they climbed out of their prison. Hades smirked, "Good answer."

"Crush Zeus!" The Rock Titan stated. The Ice Titan vowed as he freezed the nearby valley, " Freeze him!"

"Melt Zeus!" Exclaimed the Lava Titan. The Tornado Titan exclaimed, "Blow him away!" They all marched threw the land, "Zeus!"

"Uh, this is great and all but aren't they going..." Lance asked. Pietro nodded, "...the wrong way? Yes."

"Uh, Guys?" Hades got their attention as he told them as he pointed to Mount. Olympus, "Olympus would be that way." The Titans paused realizing their mistake before turning around as the Rock Titan exclaimed, "Zeus!"

"Freeze him!" The Ice Titan vowed. As they all made their way to Olympus, Hades called out to the Cyclops, "Hold it, bright eye."

"Huh?" The Cyclops turned to him as Hades told him, "I have a special job for you, my optic friend."

Meanwhile on Olympus. Hermes was resting when he heard something. He looked below and saw the titans marching up the mountain, "Destroy Zeus!" Hermes's eyes widened as he quickly grabbed his things, "Oh, we're in trouble! Oh, big trouble! I gotta..."

He quickly flew to his king and queen. Zeus and Hera were enjoy themselves when Hermes flew to them, "My Lord and Lady, the Titans have escaped. And they're practically at our gates!" They gasped before Zeus's eyes narrowed, "Sound the alarm! Launch an immediate counterattack! Go! Go!"

"Gone, babe." Hermes saluted. He then blew the trumpets alerting all the immortals. All them quickly armed up and prepared for war. Once they were armored up Ares gave the order, "Charge! On to battle!" The immortals charged to battle the Titans. Hephaestus made many lighting bolts and passes them to Zeus. He then began throwing them at the Titans. As the immortals got closer to the Titans, Avalanche made and Earthquake and knocked them off balance as the Tornado Titian suck them to him, Ares exclaimed as he and the others were blown away, "You windbag!"

Hades cheered, "Boom, badda-boom, boom, boom! Hah!" Loki smirked, "First Olympus... then Asgard." He snapped his fingers as Heartless began to join the battle...

* * *

They watched the battle from the stadium, Cloud stated, "It's already begun." Thor wondered, "How? Zeus made sure that only a Keyblade wielder could open it." Sora stated, "Well, Vanitas is dead and we're all here. So, who else could it be?"

"That's not true. They was another Keyblade wielder that Hades and someone else managed to dupe into believe he was rescuing a friend... I believe her name was Xion." Cloud explained. Xion gasped, "Roxas!"

"You're friend from Organization XIII? He's a Keyblade wielder too?" Jean asked in shock. Xion nodded, "Yes, but how does how Hades know of me?"

"Wait, what did his ally look like?" Thor wondered. Cloud replied, "He wore green and gold and he had a horn helmet." Thor's eyes narrowed, "Green and Gold? Horn helmet? LOKI!"

"Uh... who's Loki?" Wolverine wondered. Thor replied, "My brother... he'd be trying to take over Asgard for ages but has never succeeded, he must have promised Hades aid in return to help him take Asgard with the Titans." Thing wondered, "Why do all the bed guys like to team up?"

"So, he tricked Roxas into believing I've been taken?" Xion assumed. Thor nodded, "Aye, of that I'm certain." Kairi added, "How much you wanna bet he recruited the Brotherhood to help him." Herc's eyes narrowed, "We have to stop them!"

"No, Herc. We'll stop them... Hades took your power. Until you get it back, your more of a liability than help. You stay here." Reed told him. Sue nodded, "Let's go..." Before they could leave, Cloud told them, "Wait, let me help you."

"What makes you think we can trust you?" Thing wondered as Hank stopped him, "Easy, Ben... Cloud had his reasons..." He turned to him, "This is about him wasn't it... Hades promised that he helped you find him."

Cloud nodded, "Yes... I made this mess, I want to help fix it." Reed turned to Hank, "You sure we can trust him?" Hank nodded, "Yes, he's Tifa's husband and my Godfather... we can trust him."

"Alright, let's go..." Riku nodded. Thor, Human Torch, Antman, Jean, and Wasp flew off while the Invisible Woman carried the rest except Sora stayed behind with Herc and Meg, "Go on ahead... I'm going to call for back up." He pulled out the communicator from the Rebel Alliance as he turned it on, and an image of Luke appeared, _"Hey, Sora. The Skrulls have been a big help against the Empire. We've been trying to recruit the Kree and the Nova Corps to aid us as well. What's up?"_

"Luke? How far away is the Rebel Alliance from Olympus Coliseum?" Sora wondered, "Because we need reinforcements..." Luke's eyes widen, _"We're not far off... how much do you need?"_

Well, let's just saw we need allot of fire power." Sora replied. Luke nodded, _"We're on our way. Hold off until then."_ Just then the city shook and Sora, Meg, and Herc went to see what it was. The Cyclops was looking for Hercules, causing destruction in Thebes, "Hercules! Where are you?"

"What can we do?" Asked a tall woman as a fat man asked, "Where's Hercules?" The old man beamed as he pointed to build board of Hercules, "Yeah, Hercules'll save us." The Cycolps knocked it down as he exclaimed, "Hercules! Come out! Face me!"

Herc then made his was to stop the monster but Meg and Sora stopped him, as Sora asked, "What are you doing?" Meg asked, "Without your strength, you'll be killed." Herc replied as he walked around them, "There are worse things."

"Wait! stop!" Meg pleaded as Sora's eyes widens. Just then a man who took cover spotted Herc and beamed, "Hey, look! It's Hercules." A woman beamed, "Thank God, we're saved!" The Cyclops also spotted Herc and walked his way towards him, "So, you mighty Hercules." He laughed in amusement before he hits Hercules who flies away and hits a mosaic of himself causing the people to lose hope. Sora summoned his Keyblade ready to help him. Meg stopped him, "Wait, we need to get Phil! He's the only one who can talk sense to him!"

Sora thought about this before nodding wondered, "Yeah, but he left almost an half an hour ago. How are we going to catch up to him." Meg taught before turning back to the stadium, "Follow me."

Minutes, Megara and Sora finds Pegasus tied up in the stables as Sora and Meg tried to free him, "Easy, horsefeathers. Whoa! Stop twitching, listen." She finally got his attention as Sora freed him, "Ah! Hercules is in trouble. We gotta find Phil, he's the only one who can talk some sense into him."

Seconds later Pegasus flew Meg as Sora flowed behind as Meg screamed...

* * *

Meanwhile on Olympus, battle between Zeus and the Titans goes on as Zeus told them, "Get back, blast you!" The Rock Titian smashes the gates of Olympus open. Hades commented, "Ooh, chihuahua." The Titian called out, "Zeus!"

Shuddenly lighting started to crack as Hades wondered, "Wait that isn't Zeus..." Loki eyes narrowed, "No... my big brother is here." Thor charged at the Titian, "HAVE AT THEE, MONSTER!" And Thor's hammer clashed sending the titian back. The Brotherhood rushed in to help out when the heroes arrived, "IT'S CLOBBERING TIME!"

Thing tackled Blob as the the heroes engaged the villians and Loki noticed somebody was missing as he turned to Roxas, "Go find the Keyblader named Sora, he was the one who kidnapped the girl, he himself knows where she is!"

Roxas nodded as he pulled back from the fight before he noticed Xion run up to him, "Roxas wait! I'm here! I'm safe!" Loki then appeared in front of her, "I'm sorry girl but I still need your friend allow me to offer a different prize... a quick death!" He swung his staff as Xion blocked his attack with her Keyblade...

* * *

Meanwhile, Phil was going to leave Thebes and was walking to a boat. A sailor called out to him, "Come on! Hurry up! We're shovin' off here!" Meg and Sora flew up to him, as Meg told him, "Phil! Phil, Hercules needs your help!"

"What does he need me for when he's got friends like you?" Phil glared. Megara replied, "He won't listen to me!" Phil nodded, "Good! He's finally learned something." Sora replied, "He's not listening to anyone! Hear her out!" Pegasus nodded in agreement. Megara replied, "Look, I know what I did was wrong, but this isn't about me, it's about him." Phil shrugged her off and prepared to leave when Meg told him, "If you don't help him now, Phil, he'll die!" That made him stop...

* * *

"I need more thunderbolts!" Zeus ordered. Hermes reported, "Uh, Hephaestus has been captured, my Lord. Everyone's been captured, yah!" Pain and Panic get him, "I've been captured! Hey, hey! Watch the glasses."

The Lava Titian and Ice Titian then proceed to make a mountain of ice and fire with Zeus on top. Cyclops blasted Lance away and noticed this, "Herc's father needs help!" He ran up to help when Quicksivler punched him, "Sorry, Summers, can't let you off that easy." He then kick Cyclops as Hades flew up to his brother, "Zeusy, I'm home!"

"Hades, you're behind this!" Zeus's eyes narrowed at his brother. As Hades nodded, "You are correct, sir!" Thor was knocked back by the Rock Titian and the monster was about to proceed it's attack when it was blocked by a force feild. Sue held him off until Hank grew large enough to punch the Rock Titian. Xion continued to battle Loki when Riku joined in, "Tell Roxas what really happened here, I'll keep him busy!"

Xion nodded and left to chase after Roxas using a corridor of darkness. Loki smirked, "What makes you think you have a better chance than the puppet did?"

"Her names Xion and I had a pretty good teacher!" Riku replied as he summoned his dark powers much to Loki's shock but then smirked as the begun to fight. Thor got up as he flew to the city, knowing they need Sora told help turn the tied...

* * *

Back at Thebes, the Cyclops tosses Hercules and plays with him like a rag doll. He laughed he prepared to flick him, "Flea!" He then flicked him to to the ground as the cyclops laughed. Sora, Phil, Meg, and Pegasus made their way to Hercules. Just then he heard someone call out, "Sora!" Sora looked up to see Roxas wielding two Keyblades as he dived to him and raised them to strike at him. Sora pulled out his own Keyblade to black them, Roxas demanded, "Where is she, what have you do with her?!"

"You're Roxas, right? Xion's safe! We saved her..." Sora tired to explain. However, Roxas didn't believe him, "Stop lying!" Sora turned to the others, "Help, Herc... I'll keep him busy!" They nodded as the ran to him as Sora only defend himself from Roxas's attacks, "Loki's been lying to you. Using you! I did not take Xion!"

"Shut up!" He swung his Keyblades when they were blocked by Thor, who was shocked to see him, "Ventus?! Ventus, You're alive!" Roxas pushed him back and swung him back, "Ventus! Remember who you are! We are allies! Friends! We fought the Unversed together!"

"Stop calling me that! I am me! Nobody else!" He then charged at the two heroes. At the same time, Phil ran up to Herc while the Cyclops was laughing, "Hercules!" Herc smiled to see he came back, "Phil."

"Come on, kid, come on. Fight back. Come on, you can take this bum, This guy's a pushover, look at him!" Phil told Herc. He sighed, "You were right all along, Phil. Dreams are for rookies."

"No, no, no, no, kid, givin' up is for rookies. I came back 'cause I'm not quittin' on ya. I'm willing to go the distance, how 'bout you?" He asked as the Cyclops grabs Hercules, "Me bite off head!" Herc managed to grab the torch and swung it at the Cyclops. Hercules burns the Cyclops' face with the burning stick as Phil cheered, "Whoa, baby!"

Thor and Sora were knocked back by another of Roxas's attacks, Sora turned to Thor, "You think we can take him without hurting him." Thor shook his head, "Nay! Ventus is a warrior, Friend Sora. He will not yield."

"You've got that right, buddy!" Roxas exclaimed as he charged at Sora and Thor when a corridor of darkness opened and Xion ran out and blocked Roxas's attack. Xion told him, "Roxas! Stop!"

"Xion? You're okay! And... what are you wearing?" Roxas wondered. Xion told him, "Roxas, Sora and his friends never kidnapped me. They rescued me when the rest of the Organization tired to hunt me down." Roxas turned to them, "You were telling the truth?"

They nodded when they heard the battle between the Cyclops and Hercules. While Cyclops is yelling, Hercules ties up his legs and Cyclops falls off a cliff. His fall make a quake, from which a pillar starts falling on Hercules. Meg's eyes widened, "Look out!"

She pushes him out from the pillar's way and is struck by the pillar. Herc's eyes widened in horror, "Meg! No!" Sora's eyes widened as the all rushed into help Hercules. Everyone took hold of the fallen pillar soon something happened. Hercules raises the pillar on his own, getting the strength back. He wondered, "What's happening?"

"H-Hades' deal is broken. He promised I wouldn't get hurt." She weakly replied. Her moved the pillar aside, "Meg. Why, why did you... you didn't have to..."

"Oh. People always do crazy things... when they're in love." She smiled. Herc was unsure what to say, "Oh, Meg. Meg, I... I..." Meg reminded, "Are you... always this articulate? You, you haven't got much time. You can still stop Hades."

"He's right. Our other friends need us." Sora nodded. Roxas nodded, "Loki lied to me and you help Xion. So, I'll help you." Phil told Herc, "I'll watch over her, kid." Herc nodded as he told her, "You're gonna be all right. I promise. Let's go Pegasus!" They then flew off as Roxas opened a portal to where he others were as they all walked in...

* * *

Black on Olympus. The heroes where doing their best to fight off the Heartless, Brotherhood, Titians, and Loki. However, the immortals were still in chains. Pain told them, "Hup, two, three, four, come on, everybody! I can't hear you!" Hermes winced as Pain yelled in his ear, "Oh, oh!"

Zeus was being frozen from one side and burnt from another, "I swear to you, Hades, when I get out of this..." He is finally buried under molten rock as Hades created a Throne which he sat on, "I'm the one giving orders now, bolt boy. And I think I'm gonna like it here." He then got himself a drink and proceeded to drink it when he heard, "Don't get too comfortable, Hades!" Hadas spat out the drink in shock as Hercules flew in on Pegasus. Roxas open a corridor and he as well as Sora, Thor, and Xion rejoined the fight. Ares beamed, "Hercules!"

Loki battled Riku to a stand still, "That power won't be enough to win the battle boy." Just then, ships could be heard, Loki looked up, "What the..." The Millieum Falcon and several X-Wing Fighters and Y-Bombers flew in to join the fight as well as a Rebel transport ship. Han replied, _"This is General Solo. I have eyes on our friends let's give them a hand."_

Chewie roared in agree him. Wedge replied from his X-Wing, _"We're with you General Solo."_ The ships open fired on the Titans pushing them back. Just then, Thor, Herc, Cloud, Wolverine, and Sora all began to help fight off the Titans. Wedge stated, _"Look at the size of those creatures."_

 _"We've seen bigger and badder Wedge... we can take them."_ Luke reported from his X-Wing. Han agreed, _"Luke's right. Besides, the bigger they are the harder they fall."_ The Rebel Transport ship landed and Leia along with a small army of Rebel soilders came out, "Let's give our friend some support."

The Rebels then opened fired upon the Heartless with the help of Kairi and Xion. Kairi smiled as she stood side by side with Kairi, "It's good to see you again, Leia." Leia smiled as she fired at the Heartless, "You too, Kairi"

"This oughta even the odds!" Herc stated as he and Roxas began to cut the chains of the immortals. Hermes then hit Pain and Panic, "Yeah, Hercules! Thank you, man!"

"Get them!" Hades told the Titians. The Lava Titian threw lava at Herc but misses him and covers Hades in molten lava, "Hades: Whoa! Hey! No! Get him, not me! Him! Follow the fingers! Him!" Ice storm from the Ice Titan who was trying to hit Hercules freezes Hades as Johnny blasted the titan with fire, "The yutz with the horse!"

Hercules and Thing then opens the stone block and releases Zeus. Hades eyes widened as he burned free, "NNNNNNNNOOOOOOOO!"

"Thank you, my boy." Zeus smiled. Blob chased after them but Herc and Thing punched him at the same time sending him flying. Meanwhile Pegasus chases Pain and Panic. Pain pleaded, "Nice horsey! My intentions were pure! I really was attracted to you." Pegeus then catches them by the tail and proceedes to beat them till his hearts content. Luke then put his ship on auto-polit and leap out activating his lightsaber and help Sora with the Rock Titian. They began to slash at him as Mr. Fantasic wrapped himself around the legs knocking the Titian down. Sora wondered as he smiled, "So, what took ya?"

"Traffic was murder." Luke joked. Peitro wondered, "Who are this people now?!" Sora waved, "Hey, Peitro! Meet my twin brother Luke!" He was shock, "Brother! You actually have a Brother who likes you?!"

"He does!" Luke replied as he and Sora Force pushed him away. As he tired to rejoin the fight he slammed into on of the Invisible Woman's force fields, "That's enough outta you!" Roxas then help Riku fight off Loki as Wasp stung him. Loki stumpled back into Thor. He turned to him in shock, "Loki...we will have words with thee!"

"No, no, no..." He grabbed Loki and threw him to the ground, "Call of you monsters." Loki rolled his eyes, "Oh, please..." Thor's eyes narrowed as he lifted his hammer, "Loki? Remember, when we were kids?!"

"Not the hammer noogie... not the hammer noogie!" Loki pleaded as he ordered the Heartless to leave. Zeus told Hephaestus, "Throw!" He then threw Zeus more bolts as he laughed as he caught two. He told Herc, "Hah! Now watch your old man work!"

"Uh-oh" The Rock Titian stated as he got up. Zeus then threw the lighting sending the Titian back. Hades turned to see the the Titians were retreating form the Rebels attack, " Guys, get your titanic rears in gears and kick some Olympian butt!"

Pegasus blows at Hades' head and blue fire which was his head is out, "Whoa, is my hair out?" Pegeaus laughed as Hercules catches Tornado and sucks into him the other Titians. He launches them into the sky where the X-Wings fired torpedoes at them as they all explode. Zeus high-fived Hercules as the heroes and the Rebels cheered. However, Scott exclaimed, "Hades is escaping!"

"Thanks a ton, Wonderboy. But at least I've got one swell consolation prize... a friend of yours who's dying to see me." Hercules was about to chase after him when he stopped to realize, "Meg!" Sora exclaimed, "We need a medic! Hurry!"

Leia nodded as Rebel medic ran out to help as Roxas showed them the way. However, they were already too late. By the time they got ther, they saw Meg's lifeless body. Herc ran up to her as he cried, "Meg. Meg, no." Everyone began to morun her after they learned of her final act. Phil told Hercules, "Oh, I'm sorry, kid. There's some things you just can't change."

Herc lifted himself up as his eyes narrowed, "Yes I can." Everyone raised an eyebrow at that...

* * *

Meanwhile, Hades was through a fit, "We were so close! So close. We tripped the finish line. Why? because our little nut, Meg, has to go all noble." Just then, Cerberus the three-headed dog breaks the wall, Hercules on top of his middle head as the rebels and Sora fought off the other monsters. Herc demanded, "Where's Meg?"

"Oh, look who's here. Wonderboy, you are too much." Hades smirked. Hercules grips Hades, "Let her go." Hades told him as he lead him away from the battle, "Get a grip! Come here, come here. Let me show you around."

They walk around the Underworld, "Hmph. Well, well. It's a small underworld after all, huh?" They come to the shore of a river. Hercules sees Meg in it, "Meg!" His hands which he put into water turned old, "Ahhh!"

"No, no, no. Mustn't touch. You see, Meg's running with a new crowd these days. And not a very lively one, at that." Hades told him. Sora ran up to him, as Herc turned to him, "Can you pull her out?" Sora shook his head, "She's gone too deep. If I were here sooner..."

Herc then turned to Hades, "You like making deals. Take me in Meg's place." Hades thought about this much to Sora's shock, "Oh, well. The son of my hated rival trapped forever in a river of death."

"Going once!" Herc told him. Hades thought, "Hmm. Is there a downside to this?" Herc warned him, "Going twice!" Hades finally gave in, "Okay, okay, okay, okay. You get her out... she goes, you stay." they shook hands he dived in after her, Hades then "rememebered," "Oh, you know what slipped my mind? You'll be dead before you can get to her. That's not a problem, is it?!"

"Well, you still have us to deal with." Sora stated as he and Luke activate their Lightsabers. Hades smiked, "You know maybe my day finally took a turn for the better. Not only will I have Wonderboy... but I'll have the last of the Jedi with him!" He thought, "Hm... that actually sounds like a good title for a story don't you think?"

Sora and Luke attacked the Lord of the Dead. Hades may be immortal but the Force was on their side. Meanwhile, Hercules swims, turning older and older. Atropos goes to cut the thread of life, but it suddenly shines and the scissors don't cut it, "Oh?"

"What's the matter with these scissors?" Lachesis wondered as Clotho replied, "The thread won't cut." Luke and Sora slashed at Hades but a wave of fire sents them back. Hades told them, "i'm just getting warmed up." However, before they could reengage they heard something come out of the water. They turned to see a shining and youg again Hercules floats out from the river with soul of Meg. Hades was shocked as Sora and Luke beamed, "This is... this is impossible! You, you, you can't be alive! You'd have to be a, a...

"A immortal?" Pain and Painic stated. Luke wondered, "What happen?" Sora smiled, "Herc became a true hero when he was willing to give his life for Meg's. He's an immortal again!"

"NOOOOOOO! Hercules, stop! You can't do this to me. You can't..." Hercules hits him in the face. The heroes and the rebels shoulders turn to leave as their mission was a secuess. Hades then said, "Fine, okay, listen. Hah! Okay, well, I deserved that, Herc, Herc, Herc. Can we talk? Y-Your dad, he's a fun guy, right? So maybe you could put in a word with him and he'd kinda blow this whole thing off, you know? Meg, Meg, talk to him, a little schmooze..." Hercules hits Hades stronger and he flies away into the river of death. Souls try to drown him, "Eew! Get away from me! Don't touch me! Get your slimy souls off me! Ooh, ah..."

Panic was worried, "Oh, he's not going to be happy when he gets out of there." Pain corrected, "You mean, if he gets out." Panic grinned, "If...if is good." They could hear Hades say, "Taxi! I don't feel so good, I feel a little..."

* * *

Back with the others, everyone moved aside as Hercules brings the soul of Megara and puts it inside her body. She started to breath again, "Wonderboy, what... why did you..."

"Huh. People always do crazy things... when they are in love." Herc smiled. Everyone smiled as they watched. As Meg got back up, Herc and Meg were about to go for a kiss, but suddenly a cloud appears under their feet, sent by Zeus, and they fly to Olympus. Phil called out to them, "Whoa! Hey, hey, hey! Whoo!"

Pegasus picks Phil up and brings along. Xion and Roxas create a portal for everyone to get to there. Olympus was restored already. Crowd of immortals welcome Hercules home as everyone joined him. Hera went up to hug her son, as Ares cheered, "Three cheers for the mighty Hercules! And his heroic friends!"

"Oh, Yeah! Flowers for everybody! Oh!" Hermes stated as everyone cheered for them. Hera told Hercules, "Hercules, we're so proud of you." Herc smiled, "Mother." Zeus also hugged him, "Hah! Fine work, my boy! You've done it! You're a true hero."

"You were willing to give your life to rescue this young woman." Hera smiled. Zeus smiled, "For a true hero isn't measured by the size of his strength, but by the strength of his heart. Now, at last, my son, you can come home." The gates open, immortals cheer for Hercules. Megara is left behind, "Congratulations, Wonderboy. You'll make one heck of a immortal."

Hercules turns around and sees her leaving, he then told his parents, "Father, this is the moment I've always dreamed of. But..." He comes to Megara and takes her hand, "A life without Meg, even an immortal life, would be... empty. I.. I wish to stay on this world with her. I finally know where I belong." His parents were shocked by this bust smiled. Who were they to stand in the way of love. Herc and Meg finally kiss and Hercules stops shining being mortal once more. Leia smiled, "Well, I guess things worked out."

"Realse me at once..." Everyone turned to Loki who arrived in chains, "I am the Prince of Asgard! You can't do this to me!" Zeus looked to him, "As for you Loki, we're taking you home to your parents. You going to be grounded for the rest of your life."

"No... No... NNNNNNNNOOOOOOOOOO!" Loki cried out as Ares took him back to Asgard. Sora turned to Thor, "Has he always been like this?" Thor shook his head as Roxas walked up to them, "I'm sorry for attacking you. I truly thought you took Xion."

"It's okay, Roxas." Sora nodded. Thor nodded, "Indeed. Loki is well know for deceiving others. This was not your fault." Roxas sighed, "I guess it was really Loki who sent me here... not Saïx. He probably doesn't even knows and thinks I'm a traitor now... I can't go back."

"Then don't..." Xion spoke up as she walked up to him, "Come with us, Professor Xavier is really nice and allowed me to stay there. It's my new home, it can be yours too. Please... it just hasn't been the same with out you."

Roxas thought for a moment before asking, "Is Axel allowed to come too?" Sora nodded, "Of course! He might have some awkward introductions but he's more than welcome."

"Then as long as I'm with my friends... than I'll go!" Roxas smiled as Xion beamed and hugged him. Roxas paused before hugging back. Thor hugged the both of them, "It's good to have you back, Ventus!" Hercules patted him on the back, "Man, you have aged a day! How's it been?"

"Why do you keep calling me that?" Roxas wondered. Sora turned to Xion, "How much does Roxas remember before joining the Organization?" She shook her head, "Like me... he could remember nothing before joining."

Oh... uh, Jean?" Sora called out. Jean looked up as he was helping Scott as he had a hard time walking. She turned to them, "You think you can help Roxas... when think he might actually Ven... One of Mickey's missing friends but he doesn't have any memories before the Organization."

"I'll be right there, she set Scott down, as she walked up to Roxas, "Hey, I'm Jean. I'm going to restore some of your memories if that's alright with you." Roxas perked up, "Really?"

"If you want me to." Jean offered. He nodded, "Do it!" Jean nodded as she closed her eyes and went into his mind after a minute she gasped, "Uh... this isn't Ventus."

"What are talking about? He looks just like him?" Herc wondered. Jean shook her head, "What I'm saying that this isn't Ventus. It's... well... in weird way... Sora." Everyone was shocked by this, "Whaaa..."

"Are you sure?" Scott asked. Jean nodded, "While, I wan't able to pull up any actual memories, I was able to dig deep enough to see some of Sora's memories. He's Sora's Nobody."

"Okay... now I'm really confused." Jan stated. Reed nodded, "Didn't you tell us a Nobody could only be born if a Heartless is born." Kairi shook her head, "But Sora never became a Heartless!"

"Maybe... I did." Sora thought as everyone turned to him. Sora explained, "When I destroyed Vantias and the X-Blade, I felt like I was being torn apart until, mom saved me... I think while a Heartless and Nobody, my mother kept me together despite this."

"That's why I don't have any memories from you other than the ones deep inside of me." Roxas nodded understandingly. Thor wondered, "Then why does he look like Ventus?" Reed thought, "I wonder..." He reached out and placed his hand on his chest, Roxas wondered, "Huh?"

"Shh!" Reed told him. He then felt something. He told everyone, "Nobodies don't have hearts right?" Xion nodded as Reed explained, "Then... I believe Ven's heart ended up with his Nobody because he has a heartbeat... a pulse." Riku smirked, "Well, I guess in a way. Ven's heart never left Sora. Just went to another version of him."

"Weird." Roxas stated. Herc wondered, "Then where's Ven's body?" Hank stated, "It could be anywhere." Leia smiled, "If anyone can find him, Sora can."

"Well, that's great and all but what do we do with these losers?" Han asked as he pointed his blaster to the Brotherhood. Toad groaned, "Yep, should have known this was going to happen."

"We'll take them home. Tabby will know how to handle them." Sora smirked as the Brotherhood groaned louder. Hermes beamed, "Alright! Let's celebrate! Hit it, ladies!"The muses sang, _"Oh, gonna shout it from the mountaintops... A star is born! It's the time for pulling out the stops... A star is born! Honey, hit us with a halleilu... That kid came shining through... Girl, sing the song... Come blow your horn... A star is born!"_

"Why are they singing?" Han asked. Jean turned to him, "You mean, this never happened to you?!" Leia shook her head,  
"No this is new to us." The Muses sang as they others danced, _"He's a hero who can please the crowd... A star is born! Come on, everybody shout out loud... A star is born!_ " Phil kisses Aphrodite as they head back to Herc's world to check on the people. Everyone back there as celebrating, _"Just remember in the darkest hour... Within your hear's the power... For makin' you A hero too..."_ Just then a Constellation of Hercules appears as the music continued, _"So don't lose hope... When you're forlorn..."_ Phil looks up in shock as he heard someone exclaiming, "Hey! That's Phil's boy!"

Phil teared up as his dream finally came true as the soong continued and everyone found themselves dancing along as the song finished, _"Just keep your eyes Upon the skies... Every night... A star is right in sight... A star is burning bright... A star is born! A star is born!"_ Sora and they others cheered as he noticed Cloud siting by himself, Sora walked up to him, "Hey, are you all right?"

Cloud looks up to see him, "Yeah." Sora wondered, "So why did you go along with him, anyway?" Cloud answered, as he leans his head pensively on his hands, "I'm looking for someone. Hades promised to help. I tried to exploit the power of darkness, but it backfired." He stands up and looks to the sky, "I fell into darkness, and I couldn't find the light."

"You'll find it." Sora smiled as Cloud turned to him. He gestured to Kairi, "I found what I've been looking for." Cloud assumed, "Your light?" Sora nods and Cloud moves closer to him, placing something in his hand, "If you see my wife back on Earth, give her this." He then added, "Don't lose sight of it."

He starts to walk away, and Sora nods and looks in his hand as he asked, "How about a rematch sometime? Fair and square, no dark powers involved.

He moves toward Cloud, waving his hand in the air. Cloud turns his head, running a hand through his hair, "I think I'll pass."

Despite this answer, Sora smiles as Cloud walks toward Leia, "You have room for one more." Leia smiled, "I've seen you fight out there. You more than welcome." Johnny then looked up, "What's that?"

Sora looked up to see the Keyhole. Sora smiled, "Our ticket home." Luke walked up to him, "So... see you around." Sora nodded, "You bet, Luke." They give eachother a hug as they let go, "Chewie hugged him, "Okay, okay... I'll miss you and Han too, Chewie."

Roxas, Xion, Riku, Kairi, Thor, Cyclops, Jean, Wolverine, Antman, Wasp and the rest of the Fantastic Four joined them with the tied up brotherhood. Sora then sealed the Keyhole as Herc, Meg, Phil, and Pegasus waved Goodbye. Herc looked up to his dad... he needed a favor.

* * *

With everyone home, they explained what the Avengers were to Thor along with the Empire. Thor nodded, "This Empire... it indeed sounds like a great threat to Midgard along with the Organization." Thor smiled and nodded, "I'd be proud to fight along side warriors against this great threat... especially now that it ties in to my friends Ventus, Terra, and Aqua."

"Welcome aboard." Sora shook Thor's hand. Ben wondered, "So, is it always like this for you guys?" Scott nodded, "Yeah... you get used to it."

* * *

Later that evening, Thor, Hank, Jan, and the Fantastic Four all decided to call it a day. Thor smiled as he swung his hammer, "Until, next time, my friends!" He then flew off. Sora smiled, "There was just one more thing he needed to do today...

* * *

He knocked on Tifa's door. She opened up, "Oh, hey, Sora... you want to speak to Hank?" Sora shook his head, "No... I actually have a message from your husband." He then handed her the note much to her shock. She took it out and read it. She smiled, "Cloud... take care of yourself okay..." She then turned to Sora, "Thank you."

Sora smiled and nodded as he turned to leave, he wondered where Thor took off in such a hurry...

* * *

Meanwhile, in a nearby car accident, Jane Foster was taking care of a driver, "Good news is you're gonna live. The bad news... you better get used to taking the subway." Just then another outta control car crashed and was about to crush Jane and the wounded driver but Thor stopped it in the nick of time. He asked her, "Are you all right, Jane Foster?"

"I- I- Yeah. You..." She then realized causing her to smirk, "You just saved Hey, have you been following me?"

"Uh, perhaps." Thor blushed before turning to her, "You intrigue me. Mortal lives... they are so fragile. Yet you do not seem to accept that." She asked him, "Would you?" Thor thought of his new friends and smiled, "Nay."

* * *

Tabby switch on the light to the house, "I'm home!" He saw the brotherhood tied up and shrugged, "Eh, they be fine." She then went back to her room...

* * *

Roxas and Xion were sitting outside sharing a Sea-Salt Ice Cream. Kairi stood with them as she waited for Sora. Soon, Sora had arrived home. Kairi ran up to him, "How'd it go?" Sora smiled, "I think she was glad to hear from her husband finally." Kairi smiled as Xion exclaimed, "Look!" Sora and Kairi looked up to see a consolation of Sora appear all the X-Men ran out amazed by this. Sora laughed, "See you soon, Hercules..."

He then thought of a tune and sang, _"I have often dreamed... of a far off place..."_ Scott sang, _"Where a great warm welcome will be waiting for me..."_

 _"Where the crowds will cheer..."_ Jean sang as Kairi joined in, _"when they see my face..."_ All the X-Men joined in, _"And a voice keeps saying... this is where I'm meant to be..."_

 _"I will find my way... I can go the distance..."_ Sora sang. Roxas sang, _"I'll be there someday..."_ Xion sang, _"If I can be strong..."_ All the X-Men sang, _"I know every mile will be worth my while... I would go most anywhere to feel like I belong... We will beat the odds... We can go the distance... We will face the world... Fearless, proud and strong... We will please my God... We can go the distance... Till we find our hero's welcome... Right where I belong!"_

* * *

 **And that will conclude today's chapter. Had to include Herc's world... I mean it's almost in every KH game. Also we got the official appearances of Thor, Loki, Jane, the Wrecker Crew, and Cloud. How cool is that? Alright, here's the preview for the next chapter. Things are looking up for Jean when her powers start going out of control. Sora sense a powerful force with in her. Can they get this cosmic being under control? Find out next time. Plus, Hank McCoy returns!** **Hope you enjoy the chapter. Be sure leave a review and if you haven't already be sure to follow and fav. as well! See you next time!**


	8. Chapter 7: Power Surge

**I don't own Kingdom Hearts or X-Men: Evolution. They belong to Disney, Square Enix, and Cartoon Network. Alright, Sora goes up against the Pheonix this chapter and before we get into the Chapter... let's reply to some reviews...**

 **ajjr12: Mandarin's not in this season... maybe in one or the two next seasons... but it's a big maybe...**

 **marvel fan: It's alright... we've all made our mistakes... I knew you meant the** **opposite** **you what you wrote. X-factor won't be in here because Jean's already an X-Man and Kelly's not a senator... yet. But it's nice to see you caught on to it.**

 **DragonKent: Thanks... I might use Avatar but... not any of the other ones you've mentioned... yeah... I'm not into any of those Movies and TV shows... sorry.**

 **GREAT** **CELESTIAL** **-DRAGON: As Cap put's it, "There's only one God... and I'm pretty sure he doesn't dress like that." Plus, it's my fic and I think it still works. Yeah, as of now he's not going to Naboo anytime soon... He will in Season 4 for personal reasons. And for the shake of the story his parents, brother, sister, and Luke's** **deceased** **Aunt and Uncle are the only family he has.**

 **indy fan: Maybe... not sure yet... and yeah of coarse Peter and the** **Guardians** **will join as Sora meets up with them again.**

 **Mickol93: Well Season 2 had the most** **episodes** **of all the seasons plus the** **additional** **worlds and episodes I add to it... it's going to be a long one. Don't have an** **exact** **number now but I'll let you know later on. Sound fair?**

 **NinjaFang1331: Thank you!**

 **deathbykitsune: Yeah and it'll only get crazier from there. This will be their good times... until the end of Season 2**

 **power rangers fan: Still not doing power rangers...**

 **fantasticfourfan: No... they won't be in this... maybe** **referenced** **by a time traveler but no... sorry.**

 **avengers fan: No just the Marvel and Final Fantasy heroes... mostly Marvel...**

 **belle fan: What happens... happens... just leaving it at that.**

 **Dexter: I will try to finish every story I've made but as I come up and the pace I write them so It'll continue sooner or later.**

 **spider man fan: No summons were just for the one season. Not really. And it'll** **probably** **be in the** **style** **of the** **Spectacular** **Spider-Man (my faveroite spider cartoon)**

 **iron man fan: No... nuff said.**

 **jack fan: That's currently still unknown. Probably before this seasons Christmas Special. Oh, things get much worse than that with an even bigger enemy... Xehanort.**

 **sokai fan: No Oswald and definitely no rap! Not a fan of rap.**

 **pooh fan: No room for Pooh and friends... sorry.**

 **vader fan: No Birthday Day specials this season. Prehaps for season 3. But they still won't learn about Leia being their sister until Season 4.**

 **Keeper of Worlds: Good to see your all caught up. I hope you enjoy the future chapters and I'm looking forward to hear from you more.**

 **Well, with that out of the way let's keep moving...**

* * *

Chapter 7: Power Surge

In the world known as Castle Oblivion, the girl known as Naminè was being interrogated by an Organization Member named Marluxia. He told her, "We know it was you that warned Sora about the attack on Olympus Colosseum. All we want to know... is how? How did you warn him?"

Naminè said nothing in response. He nodded as he turned to leave, "Very well... but you should know that we will find out how you did after all... nothing stays in the dark forever."

Once we was gone, Naminè went back to her drawing, "I really hope you and your friends are able to figure out how to stop this threat, Sora." When she was finished, she had finished a drawing of a huge flaming bird... with Jean Grey in the center...

* * *

Meanwhile, back in the Danger Room, Sora was learning how to control objects with the Force better, with Jean as his mentor. Sora smiled in appreciation, "Thanks for helping train today, Jean."

"Well, I'm no Jedi Master but I can teach you what I know about some of you Force abilities, they are similar to my powers after all." Jean smiled. As they continued to practice, Jean felt like his head was burning. Sora stopped when it looked like it was getting too much for her. He ran up to her with concern, "Jean... what's wrong?"

"Get... back!" She exclaimed as she sent a powerful telekinetic pulse that sent him flying. Sora slammed into the wall, just as she finally got back in control. She gasped as she ran up to him, "Sora! I'm sorry! I don't know what got over me!"

"It's alright... I'll live." Sora groaned as he got up. He turned to her, "Anyways, are you feeling alright? It look like you had some kinda head ache going on there." Jean shook her head, "Just a little headache... I guess, I must be a little nervous about today.

"That's right... this is a big night for you." Sora remembered, "Let's stop for the day, so you get some rest before the event at school." Jean nodded, "Yeah... you're probably right..." As they left the room, images flashed in Sora's head. He saw screaming as this fire from her and formed into a bird. Sora shook it off, it was like what happened before the last met Hercules... he wondered what this could mean... but the more he thought about it, he felt the was a powerful force inside Jean and he felt like it was getting stronger. What could it mean?

* * *

Later that day, everyone cheered for winning the the championship. Principal Kelly walked on stage and calmed everyone down, "Yes, our girls had a winning soccer season! They thought like a team. They played like a team. They respected each other as teammates. And it's those teammates who unanimously voted their choice for this year's most valuable player award, Jean Grey!" Everyone cheered as Jean was shocked by this, Sora smiled, "Congrats, Jean! You've earned this!"

Jean walked up to the stage to receive her trophy. Scott whispered, "Way to go, Jean." All of her friends were cheering for her even was even whistling much to Kitty's annoyance. Well, not everyone was celebrating where Riku, Rogue, and Misty were sitting, Rogue was they only one not cheering. Misty cheered, "Way to go, darling! Yeah! Jean!" She then turned to Rogue, "Is that any way to support your housemate?"

"Perky Jean's got enough people gushing over her." Rogue replied with her arms crossed. Jean then took her trophy and smiled as addressed everyone, "Thank you, Principal Kelly. And I want to thank all of you..."

 _"Yeah, Jean. Ride that popularity train for all it's worth."_ She heard Rogue thought. Jean turned to her and shock as she could hear Rogue wonder, _"Why is she looking at me?"_ She apologized as she continued, "Sorry. I... I want to..."

 _"Stay cool, Jean. Don't get stressed."_ She heard Scott think. She then heard Kurt think, _"Come on. You can do it."_

 _"Oh, man. Is she freezing up?"_ Evan worried. Kitty thought, "I'm glad that's not me up there." Jean tired to speak, "I... I..." But she kept hearing everyone's thoughts, _"When is this gonna be over?"_

 _"Man, what is her problem?"_

 _"Aw, man, wish I could be up there to help her."_ She heard Sora thought. She clutched her head, "Stop it! I can't hear myself think!" She tossed the award aside as she back up she was in so much pain. She accidentally knock the table over along with the other trophies. When she finally stop both Sora and Scott stood up ready to help in anyway they could but Jean kept her cool and picked up her damaged trophy and told everyone, "Uh... Sorry. Lost my head there for a sec."

Everyone cheered for her once again and this cause Sora and Scott sit back down thinking the situation was under control. She then continued, "As I was saying, I would like to thank all my teammates our coach and everyone who showed up and supported us." However, Sora was still concerned as he turned to Kairi who looked just as worried...

* * *

Later that day, Evan walked alongside Kitty, "I just think it's unfair is all. Girl, I'd cinch an MVP." Kitty rep lied, "Evan, face it. Skateboarding will never be a school sport."

"We're living behind the times, man." Evan told her as he left for his next class. Just then, Lance walked up to her, "Kitty! Wait up. I'll walk you to chemistry." Kitty nodded as she walked off to her next class with him. At the same time, Kairi walked along side Sora, "She's just a little nervous that's all."

"That's what I thought too. Jean even freaked out early this morning during my Jedi training. And... well I sense something with in her..." Sora replied. Kairi wondered, "Maybe, you and Scott should check up with her... if something happens you can be there for her."

"Yeah... that's probably a good idea." Sora admitted as Kairi kissed him on the check, "Keep me posted..." Sora then went off to find Jean...

* * *

Jean sat her by herself as she looked up to see Sora and Scott walking to her. She smiled, Hey..." Scott stated, "That speech was just like one of your games. Had me on the edge of my seat." Sora nodded, "Yeah... me too."

"Yeah? I guess I was kind of nervous." Jean admitted. Scott asked, "Nervous? You were terrified." Sora nodded, "You want to talk about it."

"It's no big deal, guys, I'd better get to class. See you at Duncan's tonight?" She asked. Scott looked confused, "Duncan's?" Jean nodded, "The party." She then realized, "Oh, didn't he invite you?"

"I think Riku might have mentioned it." Sora thought. Scott shrugged, "Well, it's okay. I got, you know, all this homework and stuff. And..." Jean told him, "Be there for me." She headed off for her next class. Sora noticed, "Scott, I know you don't like Duncan... but I still think we should go. I think Jean has more going on than she's letting on."

"You sure? Did like sense something?" Scott asked. Sora nodded, "I could be wrong but..." Scott nodded, "Doesn't hurt to be sure... alright... we'll go for Jean's shake." Sora smiled nodded as they headed off to class...

* * *

"It'll be fun. No, really. I like chemistry. At our other school, I was totally into it." Lance told Kitty as they waited for their new chemistry professor. Kitty asked, "Yeah? You ever make a stink bomb?" Lance admitted, "Well, no. But Blob makes them all the time, in his sleep. If you get my drift."

Kitty giggled at that as the teacher arriving revealing to be Hank McCoy. He told everyone, "The time has come, The walrus said To talk of many things And the first is an apology. I'm Mr. McCoy, and I'm sorry for being late. They have me serving double duty as your phys. ed. coach."

"Lucky us." Lance smirked. Mr. McCoy continued, "So anyway, that experiment you're all just dying to do I say, let's do it and get it over with, huh? Who's up for making a stink bomb?" All the students beamed at that...

* * *

Scott checked to see if he looked decent, before quickly walking to the front entrance when he walked into Kitty as she just phased through a wall as she held her sweat shirt. Scott told her, "Watch it!" Kitty wondered, "Scott. You got a remedy for stink-bomb aroma?" After taking a whiff at, he backed away, "Yeah, isolation."

Kitty took a sniff at her sweatshirt was he ran off. As he ran down the stairs, he passed by Rahne, Sam, Xion, and Roxas laughing as they ran up the stairs accidentally knocking Scott tumbling down the stairs on his butt as he complained, "No running in here! Or you're gonna smash through a wall or something."

He then ran to his car, where Sora and Kairi were waiting for him as Bobby and Jubilee leaned on his car as he made a ice figure of Jubilee but when Scott got in, he startled them making him drop it. Scott comments, "Drake, try cleaning up your ice!"

"Well, Scott's bossy this evening." Kairi commented. Sora shrugged as they drove off...

* * *

"Hut one. Hut two. Hike!" Duncan threw the Soccer ball as it were an American Football over Jean and Taryn's headband out the door as Duncan cheered, "Goal!"

The ball went flying until it hit Scott on the head, Scott quickly went into his battle stance until Sora caught the ball, "Easy Scott, it's just a ball."

"Obviously, this is not a party I should be going to." Scott sighed as he took the ball. Kairi reminded them, "Remember, why we're really here. We're here for Jean."

Sora and Scott nodded as they headed inside just as Jean stated to Duncan, "It's called soccer, Mr. Gridiron, not football."

"Not where I'm from." Risty stated as she sat beside Rogue. She turned to Rogue who just sat there, "Moody girl, what's eating you? Where I'm from, people like me never party with people like them."

"Yo, Dunc." Scott, Sora, and Kairi entered the room as Scott passed him back the ball as they glared at each other. Rogue just shrugged as she turned to leave, "So, what?"

"You're just gonna take off?" Risty asked. Rogue nodded, "Yeah. I'm pretty much done celebrating Jean's popularity."

"Know what I think? You're a little jealous of Jean Grey." Risty joked. Rogue argued, "I am not!" Truth be told Rogue was indeed a little jealous, not just of Jean's popularity but that she could actually touch someone with hurting them. Sure, she a little jealous at everyone for that but none more than Jean. Rogue then left Duncan's house, "I'm out of here."

"All right, I'll go with you. But I hope we don't miss anything." Risty responded as she followed. Later on, Scott and Duncan were playing a game of Ping-Pong as Sora, Jean, and Kairi watched. Kairi was drinking a soda as Sora had a slice of pizza. Jean asked the players, "You guys care for any hors d'oeuvres? Like some macho cheese dip?"

"Yeah, sure. With a soda." Duncan told her as they continued to play. Taryn walked up to them as she asked, "Are they really playing Ping-Pong?" "Nope. Dueling." Jean replied a little annoyed by this. Sora wondered after he took a bite, "You think I could play the winner?"

"Not helping, Sora." The three girls told him. They watched as the continued playing aggressively until Jean secretly used her powers to stop the ball midair so she could catch it with her hands and set it down, "Game, set and match." Jean then marched up to Duncan and pulled him away, "Time for a word with our sponsor."

Scott glares as Sora spoke up, "Uh... wanna play a quick game Scott?" Scott just turned away as Sora sighed. Kairi comforted him as he heard some told them, "You're the last person I thought to see here, Sora."

Sora and Kairi turned to see Lightning leaning on the wall drinking a soda, Sora greeted her, "Oh, hey, Lightning. What are you doing here? I thought you told us you refused to step one foot near Duncan?"

"I did. I'm mostly here for my sister while the others are hanging with Snow " She replied. Kairi asked, "You used to date, Duncan?"

"I did... until I caught him cheating on me with your red head friend." She nodded. Kairi was shocked as Sora nodded, "Yeah, I'm still trying to find a way of letting her know she's dating a jerk without hurting her. Oh, Kairi this is Lightning... she's in Hank's social group with me." Kairi nodded and offered her her hand, "Oh, nice to meet you, I'm..."

"Kairi... I know. Sora speaks highly of you." Lightning replied as she shook it. She then finished her soda, and tossed it in the trash, "Anyways the others are currently with Zack... their practicing their sword skills. I'm about to join them. You two want in?"

Sora thought about it for a moment before turning to Scott who nodded saying he would keep an eye on Jean. Sora then turned back to Lightning, "It's alright with me..."

"Me too. As long as it's away from Duncan." Kairi agreed as they followed the older teen outside with their other friends. Meanwhile Duncan asked Jean, "What?"

"Duncan, what is going on with you two?" Jean wondered as Duncan shrugged, "Hey, I didn't invite him or Sora or Kairi."

"Yeah, and what's up with that?" Jean glared at him. He then took her hands as he tired to dance with her, "If I'm gonna get chewed out, it might as well be while we're dancing."

"I'm serious, Duncan. Please don't make me choose between you and my friends." Jean told him. Just then, Jean began to hear other people's thoughts again, _"What does she see in that guy?"_

 _"Like, who eats pizza with pineapple?"_

 _"Can't believe Duncan's parents let him throw a party."_

 _"Since when did girl jocks become more popular than cheerleaders?"_ Jean clutched her head in pain. Duncan wondered, "Jean, are you all right?" She then push Duncan aside and ran to the outdoor patio the second floor. Scott walked up to her and asked with concern, "Jean?"

Jean then had a powerful telekinetic push than Scott flying off the ledge, "JEAN!" Jean finally got back in control when she realized what she did, "Scott!" She then used her powers to catch him right before he could hit the ground. He was shocked as he was floating above the outdoor swimming pool. Before Jean could carry him to the dry ground. Duncan walked up to her, "What happened?"

She gasped in shock as she turned to him and dropped Scott in the pool before he could see. After hearing the splash, he looked to the ground to see Scott in his pool, "Summers, what the heck are you doing?!"

"Checking your chlorine level." Scott frowned. Just then Sora and Kairi rushed in along with Lightning, her sister, Serah, Snow, Leon, Yuffie, Arieth, Tidus, Selphie, Wakka, Hayner, Pence, and Olette to see what the commotion was about. While everyone was puzzled about what Scott was doing in Duncan's pool it didn't take long for Sora and Kairi to know what happened. Their eyes widened as they muttered, "Uh-oh..."

* * *

Later, Scott drove Jean, Sora, and Kairi back home but he wasn't happy about what happened as Jean continued to apologize, "Look, I'm really sorry."

"'It'll be fun,' she tells me." Scott groaned as Jean continued, "It was an accident, Scott. You startled me. That's why it happened."

"Why what happened?" The professor asked as he rolled up to the four of them. Scott removed his sweet shirt as he drenched it out, he replied, "My bath."

"It's not worth talking about." Jean added as she crossed her arms as Kurt teleported next to the professor, "What's not worth talking about?"

"Nothing! I'm going to bed." Jean told everyone. As she headed up Sora called out, "Jean, perhaps we should..." However, before he could continued Rogue and Misty entered the room. Kurt quickly put on his human disguise. Rogue told her, "Ororo's visiting her sister upstate. But maybe the others are around."

She then turned to see everyone staring at them as Rogue muttered, "And that leads us back to the foyer where everyone forgets their manners and just stares at you."

"Hey, Misty. What's up?" Scott waved awkwardly. Misty groaned, "Look, you're soaking wet. I knew we'd miss something by leaving early."

Just then Kitty phased through the wall behind them as she asks everyone, "Be honest. How do I smell now?" Risty turned in shock as she wondered, "Where did you come from?"

"I..." Kitty tired to explain herself when Wolverine entered the room with his claws out in one hand as he stabbed into an apple that was in the bowl of fruit and prepared to eat it. He was about to join the others when he saw Risty in the room and turned around so she won't see his claws. He said to himself, "And they say I don't follow the rules."

He took a bite of the apple as he left the room. The professor then turned to Rogue, "Rogue?"

* * *

Soon, Rogue escorted Misty to her car as she reassured her, "Don't worry about it, Rogue. I'll see you at school."

"Yeah, see you." Rogue nodded. With that Risty drove her way home. Thankfully she didn't see anything important about Mutants. As she returned the professor told her, "I'm sorry, Rogue. Visits need to be scheduled for obvious reasons."

"Whatever. I just won't have any more friends over." Rogue shrugged as she turned to walk to her room as she thought, " _You wouldn't treat Jean like this."_

"That's not true. He doesn't treat me any different than you." Jean replied not seeing the confused looks of everyone else. Rogue turned to her and snapped, "Who gave you permission to go into my head?!"

"What? Oh, I'm sorry. I didn't realize it." Jean apologized. Rogue rolled her eyes, "Yeah, right."

Jean clutched her head as she wondered, _"What is happening to me...?"_

* * *

Later the professor rolled up to her alone after Sora explained to him what had been happening today, "You're having trouble with your telepathy."

"Did you?" Jean wondered. The professor shook his head, "No. I didn't have to probe your mind to realize it. Plus the addition of Sora explaining what has been going on today."

"I know he means well but... I'm just tired. It was a long soccer season. And tomorrow I've got track tryouts plus I have to go over Sora's training. Scott and Duncan have been going at it."

"Perhaps it is fatigue. Or it could be that your powers are growing. Let me help you control them, Jean. That's why I'm here. That's why you're here." The Professor offered. Jean shook her head, "Professor, I can handle it. Really. Don't be worried. All I need is a good night's sleep."

"All right, then. Good night, Jean." The professor rolled off as C-3PO and Sora entered the room. Sora wondered, "You sure this is what you need her Jean. I don't think the professor would mind if you asked the day off. You've been overworking yourself anyways."

"I have to agree with Master Sora, Miss Grey. Even us driods need some time to shut down." Threepio added. Jean reassured the two, "Sora, Threepio... I'm fine. Nothings wrong with me. Besides if I took off who would watch over Scott and Duncan for me."

"I could..." Sora beamed. Jean and before she could say anything Sora quickly added, "And I won't get distract by an ice cream truck or anything else... you really need to let that go."

"Sora... that doesn't fill me with confidence. Besides, I have to remind you that you have to meet up with Reed tomorrow to get an update on the Jedi Holcron." Jean reminded him. Sora groaned, "That's right... I had my free period tomorrow so I set up an appointment with Reed to see about the Holcron..." He then turned to Jean, "Fine... I can't stop you... but if you powers go crazy again tomorrow... promise me you'll go straight to the Professor so he can help you."

"...Well... alright.. I promise." Jean nodded. Sora nodded, "Good... I'm going to have Roxas hold you to it." Jean chuckled, "Goodnight Sora..." Sora nodded as he headed to his room and Threepio walked off another way. As he was about to reach his room, he had sensed it again... he saw the flaming bird... and Jean at the dead center... Sora groaned, "What do these visions mean..."

 _"A warning... of things to come... as well another who warns you of this."_

"Is that how I foresaw Hercules in trouble?" Sora wondered not realizing who he was talking to.

 _"Yes... but this threat is a much greater one if left unchecked."_

"What should I do?" Sora wondered.

 _"Trust your instincts... trust in the Force..."_ Said the voice of Obi-Wan Kenobi. Sora nodded, "Thanks Ben...Ben?!" Sora turned to see a Obi-Wan Kenobi... as some short of ghost. Sora was so shocked he didn't know what to say until he vanished, "No wait... Come back!"

Just then Rogue opened her door, "Keep it down Sora... I'm trying to get some sleep..." Rogue then saw Sora's face, "What's the matter... it almost like you've seen a ghost."

"I... I think I did." Sora replied. Rogue was shocked, "What? How..." Sora shook his head, "I don't know but it was Ben... I was just speaking to him..."

"Ben Kenobi?! But... he's... he's dead." Rogue was shocked. Sora nodded, "I know... I'm not going crazy am I?"

"Sora... you are many things... but crazy you're not. " Rogue reassured him. Kitty walked up to them as she was about to go to bed, "What's all the commotion about?" Rogue turned to her, "Sora saw a ghost... of Ben Kenobi!"

"You sure it's not Bobby not playing a prank on Sora?" Kitty wondered. Rogue nodded, "He went to bed an hour ago." Kitty sighed, "I suppose it's a matter of time we've deal with ghosts." She then turned to Sora, "You should probably see the Professor..."

* * *

Sora took their advice as Professor Xavier scanned his mind. Other members of the X-Men and New Mutants, Scott, Logan, Roxas, Xion, Riku, and Kairi were there. Scott wondered, "Well..."

"Well... it's no illusion or a final trick from Vanitas from what I can tell. Sora really did see Ben tonight..." Charles finished. Logan shook his head, "That ain't possible... we'll all saw Vader murder him a month ago... and I scanned the hall where Sora spoke with him... I smelted nothing but Sora's scent... he was alone."

"Well... I don't think ghost have scents... and the last time we thought Sora was acting childish over a dream... it turned out he was right." Scott offered. Xion wondered, "What exactly did he tell you?"

"Some advice about my visions I been having." Sora shrugged. Roxas wondered, "Visions? They wouldn't happen to be about Jean become a huge flaming bird."

"Yeah... how did you know?" Sora asked as everyone turned to Roxas in shock. He replied, "Because I've been having those visions too." Xion nodded, "Yeah, me too."

"Makes sense... Roxas is Sora's Nobody and Xion has some of Sora's memories. They're connected to him." Riku nodded. Scott wondered, "What does this mean... flaming bird... what does it have to do with Jean?" Sora replied, "I don't know."

"Perhaps it is something to with Jean's powers." The professor replied. Sora shrugged, "Maybe... or maybe it's something else..." Scott signed, "Well, it's best we keep a close on Jean... until we figure this all out." Sora replied, "Maybe... if Reed has figure how to open the Jedi Holcron... perhaps what flaming bird's about."

"If the Jedi knew what it meant... then it would be in there." Logan added. Professor nodded, "Very well... should you figure anything out tomorrow come straight to me. Now to bed all of you... it's a school day tomorrow." Everyone proceeded to head to bed as Kairi told him, "You gonna be alright?"

"Yeah..." Sora nodded. Sora knew this wasn't the first time, he heard Ben speak to him after he died. So, what could this mean...

* * *

The next day Sora was finishing a History Class for Tifa. They we're currently learning about World War II and currently discussing about the origins of Steve Rodgers or better known as Sora's favorite Super-Hero Captain America. Tifa asked, "Now can anyone tell me who created the Super-Solider Serm?"

Several hands when up including Sora, Tifa gestured to Sora, "Sora?" Sora answered, "Dr. Abraham Erskine."

"Correct," Tifa nodded, "Dr. Erskine planned to upgrade the Allies Soldiers into Super-Soldiers against the Axis Powers. However, only Steve Rodgers was given the serm and a Hydra assassin murdered Dr. Erskine and when he died the serm died with him. The only attempts to recreate the formula receive the machine that injected the super solider serm into Steve Rogers, however that was the street to buy an unknown force."

"Was Hydra involved?" Xion asked. Tifa shook her head, "No before Captain America's disappearance, he took down the leader of Hydra, the Red Skull, and that was days before the device was destroyed."

Just then, the bells rang and Tifa told everyone as the began to leave, "Alright, review Chapter 7 Of you're History books. We'll discussing Captain Rodgers first start of joining the war." Sora was about to leave for his free period, when Tifa stopped him, "Sora... a moment please."

Sora stopped as he turned to her as the last student left, "Yes, Mrs. Strife?" Tifa smiled, "Sora... I'd like to thank you again for the message from my husband, but I'd still like to know how you met up with him... not even Hank and Jan would tell me."

Sora paused as he he knew that the other worlds as well as the mutants to be kept a secret so, he had to think of a way to say it without revealing anything. He had to be discrete. He start, "Well...uh... my friends and I... went out of town... to help a friend who was struggling and... we saw Cloud... in with the wrong crowd and we showed him the error of his ways... and he helped us out to redeem himself... and he gave me that message to you... yeah."

"Sora... you don't need to worry... I know about the other worlds and the mutants." Tifa smiled much to his shock. He explained, "YOU DO?!" Tifa shushed him, "Ssssshhhh! The are students close remember." Sora whispered, "Sorry... what I meant to say is... how?"

"Well, I was a student of Charles before even Scott Summers and Jean Grey joined you're school." She smirked. Sora felt like his jaw was going to fall off, "You're a mutant, too?!"

"Yep!" Tifa smiled as she lifted her desk with one hand while no one was looking. Sora was amazed by this as she set it down. Sora nodded, "So that explains how you know about the mutants... but how did you know about the other worlds... did the professor tell you?"

"Oh, I've known for years now. He still doesn't know I know. I learned about the other worlds when I met Cloud." Tifa explained. She thought back, "I was on a solo mission for the professor at the time. He believed that there was a mutant in the area due to some leaked rumors. Hank hadn't finished Cerebro at the time so I looked into himself. I was shocked when I found him to a duel to the death with one of his old enemies. His name was Sephoirth. He was an old experiment made from Cloud's darkness, and he felt responsible for the horrors he's caused."

"I know the feeling." Sora sighed as he thought of Vanitas. Tifa continued, "Anyways, Cloud was badly wounded from the fight. So I tired to help out. However, no matter how hard I tired, I just couldn't beat him... I would have died right their if it hadn't been for Cloud. He used the last of his strength to push him back. While, Sephoirth was distracted I managed to get himself and Cloud away the the mansion. Hank held heal his wounds, he was quiet and didn't really want to talk with anyone in fear if he connected with anyone, Sephoirth would come after them too. The Professor Xavier respected him privacy and told him he was free to leave when he was fully healed."

"However, I visit him everyday and well... I convinced him to trust me. He told me where he's from and his background. Even his deal with Sephoirth. When he left he still kept in touch and eventually when other worlds were attacked by either the Organization or the Empire, he and a friend of his brought the children who escaped to me..." Tifa continued. Sora eyes widened, "Wait, Cloud brought orphan children here... on Earth."

"That's right you even know some of them. However, we made sure to keep their lips shut about the other worlds." Tifa nodded, "After that, we got married but he went back for his search for Sephoirth... now the note he gave to you to give to me stated that he was on another world so, and I knew that you came from the Professor's school. Plus, the consolation in the sky a few nights ago gave me a pretty good idea that Cloud isn't the only one traveling from world to world. So, how did you go back and forth from here."

Sora thought for a moment before raising his hand and summoned his Keyblade, Tifa smiled, "I thought I saw a Keyblade on this world. So, you're the Samurai Key everyone's been talking about." Sora asked, "So, I've take it you know of the Keyblade?"

"Only through Ansem's reports." Tifa replied. Sora asked, "Who's Ansem?" She replied, "On world Cloud was from... the one with Sephoirth was created... he was the ruler of that world was studying the Heartless. In hopes he could learn the secrets about the heart."

"Really?!" Sora beamed. If this Ansem was studying the Heartless... maybe he found a way to get rid of them for ever. No more Heartless meant no more Nobodies. No more Nobodies meant no more Organization XIII. Then the just have to worry about the Empire. Sora asked, "Do you have them with you?"

"No... I only had the one Cloud gave before the were separated to the other worlds." Tifa replied. Sora sighed, "Figures..." Sora then looked back to her, "If it's alright, could I just have the one report then... if can help us stop the Heartless... then I'll need it."

"Of course... the last thing we need is the Heartless to consume the Earth." Tifa stated as she handed him the report, "So, where is my husband now?"

"He's with the Rebellion. They're the ones going to war against the Empire." Sora explained. Tifa smiled, "Good... now give my best to the Professor." Sora nodded as he left the classroom but before he did he turned around, "Oh, Mrs. Strife? Could you keep an eye on Jean today... I think there's something going screwy with her powers." Tifa nodded, "Sure... no problem." He looked at the clock, he'd have to get to the Baxter Building pretty quick if he was going to have enough time to speak with Reed. Maybe, if he could fly he could make it... "Whatcha doing Sora?"

Sora turned to see Lightning's younger sister, Serah walking out of class. Sora waved, "Hey, Serah... well, I have free period... so I thought I check on a friend to see if he found anything about... my father."

"Oh... I see... still looking in to that." Serah smiled. Sora nodded, "Yeah... I just wanna..."

"I understand... I'd be doing the same thing you're doing now if I was you." Serah nodded, "So, do you have some one that's going to give you a ride there?"

"Uhhh... I didn't really think of that?" Sora admits. Serah smiled, "Well, I'm sure my sister, would be willing to give you a ride. She has free period too, she just finish up in her science class."

Sora shrugged, as he figured why not, "I'll ask her. Thanks." He walked around the corner to the classroom where he saw Lightning talking to... Sora's eyes widened, "No... way..."

Hank McCoy turned away from Lightning and smiled, "Ah, Sora... I heard that you're going to school now. How have you been feeling?" Sora smiled and nodded, "Well... better but I still not really remembering anything about my past."

"Well, don't lose hope, I'm sure they'll return in due time. By the way, I'd like to a proper checkup with you... it's been awhile since I've done so..." Hank smiled. Sora nodded, "Sure... allot has happened... and well.. some of it you kinda need to see to believe."

"Say no more... you can tell my all about it Saturday." Hank told him. Sora then turned to Lightning, "Hey, Lightning? Serah said you didn't have anything going on so... I was wondering if you could give me a ride? I have an appointment I need to get to..."

"Sure, just give me a minute..." She nodded as she turned back to Dr. McCoy as she handed in her assignment...

* * *

Later, Lightning drove Sora to the Baxter Building. As she drove him she asked him, "How on Earth did you get an appointment with Reed Richards?" Sora smiled, "It's a long story."

It was quiet for most of the journey... that is until the Heartless showed up. Sora groaned, "Not now..."

Lightning took evasive action against the monsters. Eventually she had enough and told Sora, "Take the wheel." Sora was shocked but did what was told as Lightning unbuckled and stood to face the dark monsters. She raised her pulled out some short of gun sword, hidden in the back seat as she charged with electricity. Sora then realized why she purfured the name Lightning. Lightning blasted some of the Heartless away with lighting as cut cut more down with her Gunblade. More Heartless got ahead of them but Sora used the Force to push them aside. The battle continued to do so until a clocked figure appeared a head of them. Sora slammed the breaks but lightning stuck the car flipping it mide air. Sora and Lightning quickly got out of the car before it crashed on the ground again. Sora looked around they were in a dark alley with no one around. Sora and Lightning turned to their foe, who removed her hood. She smirked as Sora assumed, "I bet you work with Vexen and Axel."

"Too cleaver. I'm Larxene. So, Sora have an interesting dreams lately or even visions of events that hasn't happened yet?" Sora gasped. How did she know that. However, Lightning was thinking of something else, "You mean to tell me that you tired to kill us... and destroy my car... all because Sora had some strange dreams?!"

"Stay out of this, Pinkie..." Larxene start only to punch in the face by Lightning. She growled as she pointed her gunblade at the Organization member, "Don't. Call. Me. Pinkie. You bitch."

"Yeah, her hair's rose colored!" Sora nodded. Larxene quickly recovered as she told her, "I'll make you suffer for that."

Larxene summon electric knives, in Wolverine fashion and the two women began to fight each other. Sora has to admit, Lightning was good. The two charged with electric engery as their weapons clashed against each other. They were both evenly matched, when the blades clashed Lightning asked Sora, "Are you just going to sit there or are you going to get in here and help me take her down?!"

"Oh, sorry!" Sora replied, a little shock she knew when he was sure the professor wiped her memory of the Brotherhood attack near the beginning of the semester. He summoned his Keyblade and joined the fight. Together they swung their weapons at Larxene causing her to fall back. Laxene growls as she charged at them again but Sora send her flying with a Force push. Lightening told him, "That won't keep her down."

"If only I still had my summons..." Sora sighed. As Larxene walked back up as she told them, "Nice try but it's gonna take allot more than that to..." Shuddenly she was ran over by the X-Van. The window rolled down as they saw Roxas in the driving seat, "Did I get her?" Sora was shocked, "Roxas?"

"Who's he?" Lightning asked. Sora replied, "Long story..." Lightning told him, "Explain it later... just get in the Van..." The side door open and R2 beeped as Sora beamed, "R2!"

"What's with the ro... you know what... I'll ask later." Lighting stated as Sora got in the back. Lighting went to the driving seat and told Roxas, "Move over, kid. I'm driving!"

"I've been doing fine on my own..." Roxas argued as Lightning asked, "Do you have a drivers license." Roxas wondered, "What's a drivers license?"

"You've prove my point... move! Now!" Roxas moved over to the next seat. Sora asked, "How'd you know we'd need help?" Roxas admitted, "I didn't... I wanted to see Xion and R2 wanted to see you too so we borrowed the X-Van to get to school because that seemed normal... R2 then spotted you to fighting Larxene."

"What do you know about her?" Lightning demanded. Roxas replied, "Not much... she always hated Xion and I during our time in the Organization..."

"Is she dead?" Sora asked. They saw Larxene getting up as Lightning slammed her foot on the accelerator, "No!" She rammed into Larxene with the Van once more before turning the Van around and drove away. Larxene groaned as she got up, "I'll make sure you suffer for this one day, pinkie!"

* * *

As Lightning drove, she checked to mirrors to see if there was any sign of her, "I'm not seeing her." Roxas replied, "She's gone... most Organization members don't carry potions during missions... they think they're too powerful for anyone to stand up to them."

"Alright, enough mystery who is this Organization and what do they want with you?" Lightning asked Sora. He replied, "Organization XIII are group of beings called Nobodies... they may look human but they don't have hearts."

"Then why not just call them Heartless?" Lightning asked. Sora replied, "That names been taken by the Heartless... the monsters that attacked us. They consume other people's hearts and turn them into more Heartless and whenever a Heartless is created..."

"...a Nobody is also created... makes sense but what does that have to do with you?" Lightning asked. Sora then decided to tell Lightning everything... after he had finished Lightning looked to Sora with sympathy, "I'm sorry what happened to your parents and Ben... we'll make sure this Vader gets what's coming to him... so... this holocron... you think it might have the reason why the Organization wanted you so badly for your dreams?"

"I hope so... if Reed managed to open it that is." Sora replied. Roxas wondered, "So, how long were you a mutant?" Lightning replied, "I discovered my powers after the car crash the killed my parents... I was able to protect myself and my sister from injury... we had no idea what it was at the time so we kept our mouths shut about it."

"You saw us during using our powers during the beginning of the semester and the professor wiped everyone's memory of it... why do you remember?" Sora wondered. Lightning admitted, "After you're big fight, I saw the bald man doing something to everyone without superpowers so, I prepared and small electrical interference in hopes it would protect Serah and myself... and it looked like it worked because no one but us seemed to know what really happened that day."

"And you never went to talk about us about your powers because..." Sora wondered as Lightning replied, "I wasn't sure if I could trust you guys. Believe me my sister wanted me too. She wanted me to hang out with people who understood me." She recalled every word she said to her as she continued, "So, I went met with her half way and took Pym's little group therapy. That's when I meant you... and your optimist self that reviles even my sister's idiot boyfriend. However, the more I got to know you, the more I understand you. I may not get along with other people but we do have this in common... we'll both do anything to protect our family. I respect you on that... and that's why..."

"We're friends?" Sora smiled. Lightning sighed and nodded, "Yeah... friends... just don't expect me to go play games with you and stuff."

"Okay... I can pay for the car by the way..." Sora offered. Lightning told him, "Sora... I know you can afford it and all... but I don't think you should spend your money on everything... Just let me in on today's problem just I can get back at the bitch and we'll call it even."

"Okay..." Sora nodded as Lightning parked the car near the Baxter Building. Everyone got out of the car as Lightning stated, "Well... here we are... let's hope that genius of yours learned anything from that cube."

Sora nodded as Lightning, Roxas, R2, and himself entered the building...

* * *

Meanwhile, Hank McCoy blew his whistle starting the athletic tryouts. Scott, Jean, Kitty, Riku, and Duncan all tired out. However, the biggest competition was between Scott and Duncan. There were somethings Scott was better than Duncan and there were somethings Duncan was better than Scott was. However, that didn't stop them from giving it all they had. They eventually began running on the track were they seemed a bit evenly matched. During the running, Duncan noticed Scott was starting to getting ahead of him, and he refused to lose to him so he slammed into him knocking him off track. Hank looked up to see what had happened as Scott fell off, his glasses did as well. He quickly closed his eyes and tried to find them. Hank glared at Duncan, "Hit the showers, Matthews. You're off the team."

"But..." Duncan tired to defend himself but Dr. McCoy wouldn't hear it, "Go." As Jean went to continue her tryouts when she heard voices returned to her. She clutched her head was in pain as a voice told her, _**"Let me out, Jean! LET ME OUT!"**_

As Scott continued to search for his glasses, Hank helped him up, "Keep your eyes closed." He then placed back Scott's glasses back on the young mutant. Scott turned to him shocked to see a familiar face, "Dr. McCoy?"

"Go take five, huh?" He told him with a smile. He then went back to work as Scott smiled, he remembered him coming to help Sora when he first arrived at the mansion, he could here him call out, "Okay, who's running the 200?!" Tifa walked on the field, looking for Jean, she saw her clutch her head, "Uh-oh!" Scott also noticed this as a Jean lifted a javelin with her mind, "Oh, no!"

 ** _"LET ME OUT NOW!"_** The voice screamed at Jean. The javelin was thrown at the girls about to start their run. Thankfully, Lance saw it coming and used his powers to knock them all down, saving their lives, including Kitty's. Jean then lifted several metal balls and sent them in random directions. Hank caught one of them while, Tifa ran in and punched one into dust. Riku then used dark fire to blast another metal ball heading for Rogue and Kairi. One of the metal balls was heading for Duncan but Scott blasted it away from him and in flew off and crashed into Principal Kelly's desk. Scott ran up to Jean, "Jean! Jean, what's wrong?"

"Scott, help me. I can't stop it. I can't! I..." She made out before passing out. Riku, Kairi, Rogue, Kitty, Tifa, and Dr. McCoy all rushed to the helpless Scott as Riku wondered, "What happened?"

"Yeah, I've never saw Jean outta control before!" Rogue added. Tifa told everyone, "We need to get her the medical bay... Professor Xavier will know what to do!" Kairi wondered, "Wait... how do you...?"

"Later! Jean needs our help now and we need all hands on deck." Scott told them as everyone then headed back for the Xavier Institute...

* * *

"Fascinating... so tell me... what's the farthest you can remember?" Reed asked Roxas as he examined the Nobody. Roxas thought, "Uh... Maybe when I first joined the Organization... but even that's a bit fuzzy."

"Very interesting..." Reed stated. Sora, R2, and Lightning watched as the former asked, "Um... Reed? I know you really want to study my Nobody and all... but we came here to see how the holcron was coming along? The Organization may want something from it."

"Huh? Oh... sorry." Reed pulled away from Roxas as he replied, "Well... unfortunately... I still have no idea how to opening it without damaging anything... however, I did learn this... the holcron has some short of unique energy powering it... it's unlike anything... it could be more powerful than cosmic energy, I've seen before. I know a scientist who's an expert on this short of thing... he should be here with in a few days to give his input..."

"What's cosmic energy?" Sora wondered. Reed replied, "Well, how do I put it so you can understand?... it can be used to create, shape and manipulate cosmic energy that's drawn from stars, planets, galaxies... I've been even track a possible one on this Earth."

"Really? When did you find it?" Sora wondered. Reed replied, "Only a few days ago... in Bayville of all places..." Sora's eyes widened, "Wait... Jean's been have troubles controlling her powers lately... and my visions about a flaming bird..."

"You think Jean could be the source I've been looking for?" Reed assumed. Sora nodded, as Reed thought, "I suppose it wouldn't hurt to check..." Sora also added, "By the way... what do you know of ghost."

"There's no such thing... why do you ask?" Reed wondered. Sora replied, "Because I saw Ben the other night... but he was killed months ago and I was defiantly awake." Reed thought, "Interesting..."

"Is there anything he might of taught you to contacted him?" Lightning asked. Sora replied, "Well... he taught me meditation... he told me a Jedi could feel the Force flow through him."

"That's highly unlikely..." Reed stated. Lightning told him, "Give it a shot... you never know what might happen." Sora nodded as he sat with crisscross and took beep breaths as he closed his eyes and reached out with the Force, _"Ben... are you there?"_

Little did they know that the Jedi, holcron slowly began to activate. Just then an image of a flaming bird appeared, _"The Phoenix Force..."_ Everyone gasped to see the holcron activate, Reed wondered, "What? What opened..." The holcron continued, _"The Phoenix Force is a being of great power... The Phoenix Force is an immortal, indestructible, and mutable manifestation of the prime universal force of life. Born of the void between states of being, the Phoenix Force is a child of the universe..."_ Just then an image of a yonger red head Jedi appeared clutching her head, " _The Jedi first discovered the Phoenix during the Great Sith War, as one of our Padwans just lost her Master... she unleashed a great deal of power destroying the Sith that killed her with out even trying. It would appear the Phoenix Force would needs a host."_

 _"The Jedi did all they could to comfort and help the child control her new power... but the Sith had other plans. During a battle to determine of who should have control over the girl, the Phenoix took over and the girl became the Dark Phoenix and threatened to destroy all..."_ They watched the girl unleash power none had ever seen before and started attack both sides. The next image the Jedi and Sith charged at the girl trying to stop her, _"...for the first and only time... the Jedi and Sith united to stop the girl but they were no match for her... that is until I joined the fight... only I knew how get the Phoenix under control... I was both Jedi and Sith and went by many names... however... the galaxy simply knew me as Reven."_ The image of Reven appeared as he spoke, " _The girl was my daughter and her master was my wife... and I refused to give up on her when the others had... there was only one thing I could do... I went into her mind and fought the Phoenix there... it took me several tries to learn this technical and I brought many Jedi and Sith with me... and after a long a painful battle we had managed to contain it... I used my Keyblade to seal the Phoenix Force away in her mind until she could finally come to master it then it be the master of her."_

The imaged changed on Reven sealing the bird away with his Keyblade until it went back to Reven, he spoke, " _Years later... I've taught other Jedi and Keyblade this trick incase the Phoenix ever went to someone else... and now I teach it to you... the future of the Jedi order. You must use power to contact and let the force flow through you... it is the only way to save the host without killing them. However, if not under control the Phenoix could destroy all life in our Universe. Now go... and may the Force be with you."_

The image faded and the Jedi Holcron closed. Reed examined it, "I... I don't understand... what caused it to open it..." Lightning told him, "You can figure it out later, we have much bigger problems right now!"

"You think that's what's wrong with Jean... the Phoenix Force is inside her." Roxas assumed. Sora nodded, "Gotta be... that must be what the Organization is after! With the Phoenix on their side, no one would stand a chance."

"They'd risk all life as we know it... the Phoenix Force must be stopped before it takes over." Reed stated. Sora stated, "I've gotta warn the others!" He quickly pulled out his phone and was about to text Scott when he received an SOS from Scott as Jean was starting to lose it. Sora gasped, "Oh no! It's already happening!"

"We've got to get you back home!" Lightning told Spra as R2 whistled as Reed went to his safe as Lightning asked, "Dr. Richards? Where's the rest of your team?"

"They're all out on community service is around the planet. We can't wait for them. By time they get here to help, it already be too late." Reed replied as he opened the secure vault and opened it. He then pulled out a small alien gun, Lightning asked, "What is that?"

"This is the Ultimate Nullifier. A weapon so powerful even Cosmic Beings such as Galactus fears it. It could be the one thing that can destroy the Phoenix." Reed replied. Sora gasped, "You not seriously thinking..."

"Only as a last resort, if you can't get into Jean's mind or fail to stop it... for the sake of all living things... it has to be stopped by what ever means." Reed told him. Sora was horrified by this as Lightning placed a hand on his shoulder, "That won't happen... you can do this you have both the power and the Key to do this."

"Let's not waste anymore time..." Roxas told them. , "We'll take the Fantastic car... it's faster." Everyone nodded as they climb aboard. Sora was the best polit out of all of them so he flew off. Sora prayed that it wouldn't be too late, and Reed would have to end one of his best friend's life...

* * *

"Professor!" Kitty called out as she opened the doors as Scott brought Jean inside as the other X-Men followed him. They took her to the medical bay. The professor told him, "Put her on the table, Scott."

Scott placed her on the table gently as she groaned in pain and objects in the room started fying around the room. Logan had to pull him back so he wouldn't get hit. The professor told him, "Please, Scott. I'll let you know as soon as I know something."

"But, professor, I should..." Scott tired to argue but Logan pushed him out of the room, "You heard the man." Scott turned to one last time as the doors closed. The professor then went into her mind and reached out for her, _"Jean, can you hear me?"_

He then tired to reach out to her as he passed the nearby memories, " _Why is she looking at me?"_

 _"Who eats pizza with pineapple?"_

 _"Jean, are you all right?"_

 _"Jean! Jean, I can help you if you let me."_ The Professor called out to her. Just then a new voice spoke up, **" _You can not contain me! No one will ever tired to contain me again!"_** Just the blast sent the professor back through the wall. Scott tired to call out to her, "Jean! Jean!" However, Wolverine saw it was too dangerous and pulled him back, "Wait!"

The retreated to the other X-Men all now in uniform. Just then the entire mansion shook. Xion wondered, "What is going on down there?"

"It's like someone's nuking the place." Evan stated. Kurt nodded, "Yeah."

"Is Jean all right?" Kairi asked. The professor shook his head, "No, she's not. Her powers are evolving too rapidly for her to control."

"I'm afraid it's much worse than that." Everyone turned to see Sora with Mr. Fantastic, Roxas, Lightning, and R2. C-3PO exclaimed, "R2-D2! Where have you been?!"

"Uh... Sora what is she..." Riku asked when Lightning cut him off, "I'm a mutant." Riku nodded, "Oh... cool."

"More on to that later... I don't know how... but the holocron final opened and showed me what I've saw... more importantly I know what's wrong with Jean." Sora replied. Scott asked, "What's wrong with her?"

"She's been possessed by a cosmic entity know as the Phoenix Force... the Jedi have delt with it before." Sora explained. Kurt wondered, "What is the Pheniox Force?"

Sora then told of the Jedi's first encounter with the Phoenix Force. Everything the Jedi were able to learn from it. How the Sith wanted it's power for themselves. And when the Dark Phoenix tried to destroy everything, the Jedi and Sith had to work together to stop it. Sora concluded, "...and if we don't stop the Phoenix here and now before it completely takes control over Jean, it will wipe everything in existence. We think that's why the Organization had attacked us for the vision, they want it for themselves."

"This is bad..." Tifa stated as Evan nodded, "How do we stop something so powerful?" Kitty then noticed the device Mr. Fantastic was holding, "What's that?"

"Something that can possibly stop the Pheniox... However, if I use it to destroy the Pheniox it may very well destroy Jean Grey along with it." Mr. Fantastic explained causing everyone to gasp. Scott demanded, "How could you possibly even think of that?!"

"Better the loss of one life than everyone else." Reed replied with sadness. Scott looked like he was going to strangle Mr. Fantastic when Sora told him, "There is another way... and if it works it'll save Jean and keep the Pheniox contained." Kitty asked, "Uh...if?"

"It was a former Sith who became a Jedi who figured it out. It was Reven's daughter who became possessed by the Pheniox Force, and he couldn't kill his own daughter so he took a handful of Jedi and Sith into her mind and locked the Pheniox inside using Reven's Keyblade. I may be able to do the same." Sora replied. Reed added, "It also took him days to get in and the only Jedi around here is Sora."

"That's a pretty big if Sora!" Kitty told him. Evan nodded, "Yeah, man. The only other Jedi that are still around are Luke and Ashoka... and we can't trust Vader to help. Plus even if they did knew where we are... it would still take them hours to get here."

"It's alright... I'll take Roxas and Xion with me." Sora told everyone. Roxas and Xion turned to him shock as Xion asked, "What do you mean?" Sora replied, "You two were able to sense the Phenoix coming just like I did... maybe you having my memories and Roxas being my Nobody... can use the Force as well."

"Okay... then what of the getting into Jean's mind. It still took them days to get in." Kurt pointed out as Reed stated, "Time we don't have."

"That's were the Professor comes it. He should be able to be able to get us in seconds." Sora stated. Scott beamed, "Sora... I never thought I'd say this... but your a genius!" Riku stated, "I hate to be the barer of bad news... but the Phoenix is a lot more powerful than anything we've ever face... how are you expected to beat it."

"Because I know what Jean is going through... Vanitas tired to take control over my body once too. I have no choice but to handle this." Sora pointed out as everyone realized Sora was right Rogue added, "I have an idea. You say there's too much going on in Jean's head. Then let me drain some off. It might weaken it enough for Sora, Roxas, and Xion to contain it."

"No, Rogue. It may be too much for you." Riku shook his head. Rogue replied, "I can handle it. Just let me try." Sora thought for a minute before saying, "If Rogue says she can handle this then I believe her... Then all we need is for something for Jean to focus on to get her back."

"If Rogue can clear her thoughts, then maybe I can get her to focus on me." Scott offered. The professor thought for a moment before Logan added, "We don't have too many options, Charles. Plus, Spiky's plan might be able to work." The professor finally replied, "Very well, then."

Everyone not in uniform quickly changed into their uniforms as they headed to the lower levels, once there they entered they entered the medical bay as objects orbited around her. A table was sent flying at them as everyone quickly dodged, they turned to se chairs and tables bending like no table or chair should. Reed stated, "Her telekinesis seems to be rearranging matter on a molecular level. I fear we haven't much time. If we fail to get in or if Sora, Roxas, and Xion fail to hit the Phoenix within an hour then I'm using the Ultimate Nullifier on her."

"Clock's running. Let's move!" Cyclops ordered as everyone ran inside. They all fought their way to Jean. Kitty phased through an incoming object only for it to hit Kurt instead. He glared, "Thanks a lot!"

"Sorry." Kitty smiled sheepishly only for her to get hit in the back on the head instead. As everyone fought their way to Jean so Rogue could weaken the Phoenix, Evan rolled in on his skate board as he tired to pin things down with his spikes. However, a table came right at him when Kitty hopped on the table and told him, "I'm on it." She then phased the table through the floor and out of the fight. Sora, Scott, Wolverine, Lightning, Roxas, Xion, Riku, and Kairi all fought their way to Lightning trying to clear a path for Rogue, however Kurt teleported to her, "Hang on. We're going in."

Kurt the teleported them to the center of the room where Jean was. However they were caught with Jean's power and where thrown around in the room. Sora used the Force to catch Rogue mid air. The professor told her, "Now, Rogue. You must do it now!"

Rogue nodded as she turned to Sora, "Get me closer." Sora nodded as he pulled her closer to Jean, he had quite as struggle to get her there with out hurting her but he did and Rogue was able to touch Jean and began to absorb her, the Pheniox exclaimed, ** _"No!"_**

Rogue was pushed back however Sora was able to ease her down with the Force to the others. Sora turned to Scott, "It's up to you now, Scott. Calm Jean down so we can get to the Phoenix." Scott nodded and called out, "Jean, it's Scott! Please listen to my voice. Focus on it."

"Scott? Where are you?" Rogue said with Jean's voice. Everyone turned to Rogue in shock as Scott asked, "Jean?"

"Help me, Scott!" Jean spoke through Rogue. Scott nodded, "I will, Jean. Just focus on me."

"I can't. I'm losing you." Jean called out through Rogue. Scott shook his head, "No! No. Don't tell me what you can't do. I know you better than anyone ever has or ever will. Come on. You can do this."

"Scott?" Jean/Rogue asked as everything calmed down. Lightning turned to Sora, "She's in control. I suggest you go after the Pheniox now."

"Remember Sora... you'll have only an hour to contain the Phoenix otherwise..." Reed told him as Sora replied, "That's why we won't fail..." He turned to Roxas and Xion, "Follow my lead."

Sora went into sat crisis crossed as the two former Organization members did the same. Sora closed his eyes as he said, "We're ready, Professor." Charles nodded as he aided them of getting into Jean's mind. While it took days just for Reven to succeed, it was only a matter of seconds with the Professor's guidance...

* * *

Sora opened his eyes as he was now to what he assumed to be Jean's home town. He stood up as he turned to Roxas and Xion who were looking around as well. Xion wondered, "Where are we?"

I think this is where Jean grew up... or her memory of it at least." Sora answered. Roxas nodded, "That makes sense, I guess." Sora then told them, "Alright... remember, we have one hour to stop the Phoenix or Reed uses his machine on Jean... let's go."

They nodded as they each summoned their Keyblades. They looked around the empty place until they found Jean. She was wearing a green and yellow outfit with a Phoenix symbol on her chest. Roxas called out, "Jean... we're here! We going to help you back in control!"

"Jean" turned around and them blast them back with fire as they all got back up Sora stated, "That's not Jean..." The girl grinned as the green in her outfit turned to dark red, **_"You are right. I'm not the girl you knew._** ** _I am fire! And life incarnate! Now and forever... I am PHOENIX!"_**

She the burst into flames as the shaped as the bird in Sora's visions. Sora, Roxas, and Xion went into their battle stances as she chuckled, **_"You think the three of you can stop me? Fools... it took many Jedi and a Keyblade Master to stop me... and thanks to the Sith only a handful of you remain... once you're and the Sith are gone... nothing can stop me!"_**

"We can and will!" Xion stated as the three charged at her. They swung their Keyblades at her and she had seem to catch them every single time. They only able to get a few hit's in. Sora felt as the point as she was only toying with them, she even laughed, **_"You're friends might have weakened me but the three of you were never a match for me!"_**

Sora groaned as he got up... he saw both Xion and Roxas were already out of the fight as Sora casted a healing spell. He then drew out his father's lightsaber and activated it. Phoenix laughed, **_"A lightsaber?! Really?! I've spent eons with both Jedi and Sith and learned all the combat skills... still I'll humor you."_**

Flames appeared around her hand as a lightsaber hilt appeared in he r hand. She activated the orange color blade and twirled around before going into a battle stance. Sora held out his own lightsaber in defense as she charged at him. The blue and orange blades classed against eachother. However, the Phoenix was clearly the more skilled than Sora was. They continued to clash blades with eachother as Sora knew every minute the Phoenix grew stronger, he could hear Ben call out, _"Use the Force, Sora... don't let her win!"_

 _"Remember... you're never alone."_ He heard his mothers voice call out to him. Sora knew what he had to do, Phoenix grinned, **_"Tell me, son of Skywalker... what makes you think you can defeat me alone."_**

"I'm not alone... I'm never alone... Let me tell you something that I told Vanitas..." He then glow with blue as he started to push back the Phoenix much to her shook, "MY FRIENDS ARE MY POWER!" And he sent a powerful Force push back actually sending her flying. She was able to land on her own two feet as she glared at him as Sora whispered, "May the Force be with us..."

The Phoenix roared as she charged at him with Lightsaber in hand however, Sora easily dodged the attack and sliced across her back with his lightsaber as she screamed in pain. She growled as she swung again as Sora blocked blow for blow as he resummoned his Keyblade and counter attacked. Sora was no getting the upper hand as Roxas and Xion began to recover and get to their feet. Sora and Phoenix clashed once more but Sora kicked her back as he slowly walked up to her. He sent a telekinetic attack which Sora shrugged off and used the Force to send her back knocking her to the ground. She tired to get back up as the ghost of Ben stabbed her through the back. SHe struggled to get back up as Sora's mother appeared with a blaster and began blasting her with her weapon. Sora was shocked to see them both as his mother turned to him, "We can keep her down as long as we can. Contain the Phoenix now!"

Sora nodded as he deactivate his Lightsaber as he held out his Keyblade. Roxas and Xion joined him as the three aimed their Keyblades at the Phoenix as light swirled around them a cage closed in on the Phoenix. Her eyes widened in horror, **_"No! Not again!"_** All three fired a beam of light sealing the cage as Phoenix cired out, _**"NNNNNNNNNNNNNNNNNNNNNNNNNNNNOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOO!"**_

They then appeared in Jean's childhood bedroom with the Phoenix, now in the form of a red bird, trapped in a bird cage. Jean, the real deal, walked up to them and hugged them, "You did it! You locked her away! I can't thank the three of you enough!"

"Don't just thank us." Xion stated as she gestured behind her. Jean turned in shock to see Ben and Sora's mother standing there, "Ben Kenobi? And is... is... that your mother, Sora?"

"Yeah..." Sora nodded as he walked up to hug his mother, who happily hugged him back. Jean wondered, "How... how is this possible?" Padme smiled as Sora turned to Jean, "My mom's here began I connected to her before she died and went to heaven... I foamed a link with with her so that... in a way... is still with me. It's way I was immune to Jafar's magic and Rogue's power as well as I mostly stayed in control while I fought Vanitas for control of my body. Even when I was beginning torn apart she kept me together."

"Is that the same thing with you?" Jean asked Ben. He chuckled, "My story's quite different actually... while I was in exile, I learned a trick should anything happen to me. Through special training, certain Jedi were able to appear as Force spirits through the Force."

"Wait... so when I die I can visit people through the Force?" Sora wondered. Ben nodded, "Through some training you can..." Sora smiled, "That's cool... but... is my dad there."

"I'm sorry, Sora, but you father was destroyed by Vader long before he could learn this nor was he around when you were born to connect with him." Ben frowned. Sora sighed, "Should of known..."

"How will Sora learn this or how to be a Jedi with you gone and Ashoka on the the other side of the galaxy?" Jean wondered. Ben told them, "Don't worry. I was not the only Jedi to escape Order 66. Before Sora was born... I left a warning to all the remaining Jedi to stay hidden... if you find them... they should be able to train you until you ready to be trained by a true master of the Jedi and the Keyblade."

"Alright... we'll find them..." Jean nodded. Roxas smiled, "C'mon... our friends are waiting for us." Xion giggle before disappearing to the real world with Roxas. Jean smiled before turning to Sora who looked like he didn't want to leave. His mother wiped his tears as Jean frowned as she walked up to Sora, "It'll be okay..." She then turned to Padme, "We'll take good care of him... and Luke. I promise."

"Thank you." Pamde smiled before they returned to the real world...

* * *

"Jean!" Scott voice called out to her as she regain consciousness. She smiled as Scott walked over to her as Reed sighed, "Thank God... they did it." Kairi went up to hug Sora as Rogue wondered, "What took ya."

"Well..." Sora tired to explain...

* * *

The next day, Rogue looked to Jean out the window as Scott and Sora walked up to here. Scott told her, "She's got it under control. Sora, Roxas, and Xion locked the Phoenix away. The professor will work with her to keep it that way, just to be safe."

"Great." Rogue nodded. Sora wondered, "You risked so much to save her, Rogue. What made you do it? I know you and Jean never were close in the best terms."

"It was nothing." Rogue replied. Scott shook his head, "Yes, it was. Tell me."

"Me and Miss Popularity there, we're worlds apart. Galaxies. But then I realized something." Rogue started as Sora wondered, "What?" Rogue answered, "That she'd do the same thing for me."

"Believe it, Rogue. We all would." Sora smiled and nodded...

* * *

Riku looked at them from a distance as the cloak figure stood beside him. Riku wondered, "Sora could touch her because his mother's love made sure something like that could never hurt him..." Ansem nodded, "Yes... quite an unusual boy."

"Do you think... with the new powers you show me could I..." Riku wondered. Ansem nodded, "Perhaps... one day... now come... it's time for the next steps of your training." Riku nodded as he followed Ansem...

* * *

Jean stood sat outside the mansion as she smiled, "I smell roses." She turned to see Scott carrying a bunch of roses as he smiled, "They're for you."

"Thank you, Scott. They're beautiful." Jean smiled as she took them. Scott nodded, "Yeah. Unfortunately they came with a card signed by Duncan." He passed her a crumbled card as she smiled, "Damaged during delivery, I see."

"So how much of last night do you remember?" Scott wondered as he sat beside her. Jean replied, "It's pretty much a blank until Sora. Roxas, and Xion locked the Phoenix away. And I'm glad too."

"Yeah. Yeah, I guess you'd rather not even think about the whole thing, huh?" Scott nodded. Jean smiled as she stood up and walked away, "Exactly. You know, that's what I like about you, Scott. You know me better than anyone ever has or ever will." Scott was shocked to here that as she walked away. Sora smiled, "I'm sure one day you'll end up together."

"Yeah... us guys and our red heads." Scott joked. Sora nodded as he sat down, Scott turned to him, "So... how come you never mentioned it was your mother that held you together until we were able to pull you out."

"I... I don't know. I guess I wanted to keep that memory to myself at the time." Sora answered. Scott shrugged, "Hey, well at least you can still see her... and Ben even."

"Yeah... but I still can't see my dad." Sora frowned. Scott nodded, "He's still here..." He gestured to Sora's heart, "I'm certain of that." Sora smiled, as Scott added, "Plus you might become a spirit when you die... what are you going to do when you die and become one?"

"I don't know... maybe give advice to the future generations mutants, Jedi, and Keyblade wielders... maybe put the fear of God into the pranksters." Scott laughed, "Oh, I can see it now... the Xavier Institute becomes the next Hogwarts." They two laughed at that. Lightning and her sister walked up to them, "Figures we'd find you two here."

"Uh... Lightning and Sereh, right?" Scott assumed. They nodded as the former added, "Call me, Light."

"So... Light... you thinking about staying here? The professor can help control you're powers." Sora wondered. Sereh turned to her, "C'mon, Lightning, it'll be great to hang out with others like you. Plus it's better than where were currently living."

"Plus, the professor said your sister can stay.. despite not having no powers what so ever." Scott added. Lightning turned, "Does it give me the change to take down that electric bitch we fought yesterday?"

"Uh... not what the words I would use... especially the b word. But yes." Sora nodded. Light nodded, "Then I'm in." Sora added, "I can still get you a better car... I have the money. You wouldn't believe how many cars Scott goes through."

"Hey!" Scott complained before Sora, and Sereh laughed as Scott followed along as Light just smirked. Sora stopped laughing as he pondered, "Well... with the Phoenix gone... I wonder what the Organization is up to."

* * *

Meanwhile, back on the world of Castle Oblivion Marluixa shows Laxerene the drawing, "I believe this is how she's been contacting Sora." Larxene raised an eyebrow, "A drawing."

"She merely uses it as an tool. She has the power to to manipulate the memories of Sora and those close to him." He replied. Laxerene nodded, "I get it... although I kinda wished you knew that before I got ran over by that traitor when I had them!"

"Like you have a heart to hold a grudge... now, let's report to what we learn to our superior." Marluixa told her. She raised an eyebrow, "I thought we were planning to take over the Orgization... since when did we get too chummy with him."

"I mean our TRUE superior..." Marluxia smirked as he pulled out a hologram. Larxene smirked as Marluixa made the call. A holgram appeared of a elder man where a black cloak over himself as Marluxia and Laxerene bowed before him. Marluixa reported, "My Emperor..."

"General Lauriam... it would appear the rumors of your demise are false..." The Emperor said. He shook his head, "No... the Heartless stole the heart of myself and another Imperial Agent and our wills were strong enough to take these forms as Nobodies... and now I'm an member of Organization XIII."

"And you yet you turn to me instead of your master..." The elder man raised an eyebrow. Marluxia stated, "Screw Xemnas... I serve for only the Empire."

"Good... good... now tell me... what do you have to report?" The Emperor laughed. Marluxia smirked, "I currently in control of Castle Oblivion on the Organization's strongholds... and the girl resides in it. She has the power to manipulate the memories of the Keyblade Master and those close to him. He's the one who destroyed the Death Star..."

"Interesting... with the girls power... we could turn all the Rebels into loyal agents to the Empire." The Emperor grinned. Marluxia added, "And there's more... the boy just so happens to be the offspring of Anakin Skywalker."

"Are you certain?" The Emperor asked. Marluixa nodded, "Yes... the Jedi, Obi-Wan Kenobi, kept this information away from us for some time until he was killed by your apprentice."

"Most interesting indeed...find a way to get that control over that girl... when have control of her and we have control over Skywalker and his friends..." The Emperor ordered. Marluixa nodded, "It shall be done. Long live the Empire..."

* * *

 **And that will conclude today's chapter. For all you Knights of the Old Republic fans out there... you're welcome. Lightning joins the X-Men, Ben first appearance as a Force Ghost, Marluixa and Laxerene are agents of the Empire, and the Emperor knows Anakin has at least one offspring. Crazy right. Well next time, is all original episode, thanks to the help of a friend of Reed, he learns of a Jedi Temple on Earth, at Antartica. Sora, The scincetist, and R2 sneak aboard a plane heading their by a famous Tomb Radair with another well known polit of the Marvel Universe along with a King out for Revenge and a Photographer for the Daily Bugle. The crash land there and get captured by enemies of the Jedi to be rescued by a local man and woman who's friends a Sabertooth tiger and a man who wants to punish these old foes. At the same time Kairi comes to resuce Sora with the aid of C-3PO, Nightcraller, and a sick Jamie. Can they all work to survive this savage land or will they all be victims of Death Watch and a Night Sister? Can anyone guess who the new heroes I've mentioned are?** **Hope you enjoy the chapter. Be sure leave a review and if you haven't already be sure to follow and fav. as well! See you next time!**


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